The Catalyst
by Ariana Raven
Summary: The TARDIS was worried about her Doctor. With all that shame, sorrow and loneliness piling up, it wouldn't be long before he was completely consumed and another took his place. But the ship had a mind of her own, and one last trick up her sleeve... (End of Time fix-it, set directly after Journey's End.) **existing chapters are currently undergoing thorough editing**
1. Threads of Memory

The night after all the stars went out, a man stood alone in the rain. Not that alone was much of a new thing for him, all things considered. Neither were goodbyes, for that matter. But for some reason, both were becoming more and more difficult as he trod the road of his personal timeline, always moving on but never forgetting.

Unlike the woman inside the house he was leaving, who would never remember him again. As the man turned to leave, he cast one look back at the closed door where her grandfather had stood moments earlier, streams of rainwater running down his face as he stared at the whitewashed wood. Donna could come flying through it at any moment, army of suitcases in tow, full of fire and ready for anything the universe chanced to fling their way. He could see her now, holding a hatbox above her mane of ginger hair in an attempt to keep dry, smiling and ranting at the same time about idiot spacemen and the inconvenience of atmospheric disturbances that resulted in deluges like the current one.

Lowering his head against the onslaught of memories, the Doctor turned back to his TARDIS, pushed open the doors, and entered the console room with one last caress of the ship's weathered blue exterior. Unbidden, an image of a different woman, this one stroking the same wood now beneath his own fingertips, flashed across his mind, harking back to older days, before this particular version of him existed. That plucky, impossible woman, pushing a lock of blonde hair behind her ear while smiling at him with her tongue between her teeth, an infectious expression that always made him want to grin in return.

The Doctor almost sighed, but couldn't find the strength. Instead, he removed his rain-sodden suit coat, tossing it over one of the ship's coral arches with an apathetic air, and slowly flipped a few switches on the console. The ship whirred comfortingly in response, her engine coming to life as she left the planet behind.

Truth be told, the TARDIS was a little relieved that her Doctor was still alive at all. She, herself, would surely have been destroyed if Donna hadn't acted as she did, creating a duplicate Doctor from the hand and absorbing part of his mind and knowledge.

But it had then ended as it inevitably would. In the end, Donna had to forget, as everyone else had to leave. Rose, now living in a parallel world with Jackie and the human Doctor. Sarah Jane, gone home to her son Luke. The soldiers Martha and Mickey, no longer needing anyone to take care of them. Even Jack had other commitments, and her Doctor was once again alone except for his faithful ship.

The TARDIS was worried about him, more worried than she'd been in a long time. She sensed her Doctor's pain through their telepathic link, echoing from his mind into her soul, all that doubt, longing, shame, and loneliness piling up until it was almost too much for anyone to bear.

She had seen this coming for a while, but been unable to do much except ease his burden a little through their connection, and even that was beginning to fail as his depression grew beyond the occasional mood swing. The way this was going, he wasn't bound to last long before he was consumed and another took his place.

The TARDIS, however, had one last trick up her sleeve, something she'd been planning for a long time now. Ever since the events of Darlig Ulv-Stranden, in fact. The ship had always had a mind of her own, after all, and this situation was no exception.

At the moment, she could feel the Doctor's despair weighing on him with a force that would have long since crushed a weaker psyche, pushing his usually tireless brain into the realm of exhaustion, so it didn't take much to whisper faint thoughts of rest into his mind. And, though he usually argued with her on points like this, calling her overprotective and contrary, this time he merely crossed to the other side of the console and pulled a few more levers, bringing the ship into a stable orbit. He then wandered out of the console room in a daze of misery, absently unknotting his tie as he left.

Half an hour later, the TARDIS sensed her Doctor beginning to descend into sleep. Even half-conscious, he was still burdened by thoughts of those he'd left behind, but not for much longer. The ship hummed softly to herself as she stealthily lifted the imprint of the memories from his consciousness and withdrew again, burying them deep within her soul. Memory by memory, carefully selected and tenderly hidden away. They were just scraps, really, random puzzle pieces of moments past, not much of a comfort by themselves and not enough for him to notice.

Together, however, they just might be enough to change everything the Doctor had ever known.

**A/N: So, I hope you liked the first chapter! ****I bet you're wondering what the TARDIS has got in the works. Well, all I can tell you is that it involves a solution to the Doctor's pain, whereby he might not have to lose everyone, as well as other important plot points which I won't reveal to you unless you PM me and ask. Spoilers, you see. ;)**


	2. Spun Together

By the time the Doctor woke, he found that he was feeling inexplicably better. Not that he didn't still remember previous events, but that he found it easier to compartmentalize than before. This, of course, was normal. He lived a life of constant mortal peril, part of it voluntary, so obviously he had to be some good at picking himself back up. In general, he was very good at being okay even when he really wasn't.

He pushed these thoughts away, however, unwilling to dwell too long upon his problems just yet. Oh, they'd come to haunt him again later, but for now he wanted to hang onto the old eagerness, that restless, wandering taste for adventure, for just a little while longer.

"Where should we go next, eh?" he asked his beloved ship briskly upon striding into the console room, hands buried deep in his transdimensional pockets. "The Kurrine Fountains of Flame? The Auspicious Massifs? Or Earth again. I suppose I've saved it enough times, so I might as well enjoy it while I can. Let's try an earlier time period…say, Victorian London."

With a flourish, the Doctor began to flip switches and press button with his usual gusto, a slight smile playing about his lips, and the ship stirred beneath the soles of his trainers. It settled again in not too long a time, having landed somewhere acceptably relative to the intended time and place. This had been one of the TARDIS's quickest, smoothest flights in a long time. Almost too smooth.

A brief suspicion made the Doctor wonder if her unusual compliance meant something significant, but he soon dismissed the fleeting thought, crossing to the ship's door with a few paces of his long pinstriped legs. He cracked one of them open long enough to stick his head out and giving his surroundings a quick scan before stepping out with an anticipatory grin and closing them behind him.

If the TARDIS had been human, she would have breathed a sigh of relief. After all, she had much work to do in the time before the Doctor returned, many important decisions to make. She felt a spark of something akin to glee at the prospect of choosing a shape for her creation, considering what would best embody the bourgeoning essence she held within her. Large eyes, definitely, and perhaps blonde hair, as she knew the latter to be a slight preference of his, or this version of him at least. Ah, this would be a masterpiece. Something to speak to her Doctor's soul without words, to subtly captivate and entrance him before he knew what was happening.

Would he be happy then? Would this last measure be enough to restore in part what had been lost? The TARDIS hoped so, as she carefully spun into existence, from the threads of memory and emotion, her gift to the man she stole away so long ago. She worked carefully but efficiently, so fast that by the time she felt him near again, she had time to spare before hiding the secret away again, like a mother bird folding her single egg beneath her wings.

The Doctor probably wouldn't have noticed anyway. He was, after all, accompanied by a new guest, someone he'd met recently, and presumably rescued from some dangerous situation or another. The TARDIS was a little curious about this one, but her interest soon dissolved into vague annoyance at being called _silly _by the bewildered man. She was also distracted by the reappearance of her concern for the Doctor, feeling the unhappiness that had returned again to eat away at the edges of his mind.

The human man seemed to understand her Doctor's problems to a greater extent than most, however, so the TARDIS was content to leave him in his care when both of them left her console room on their way to dinner. After all, when they'd come, the Doctor had been determined to leave as soon as possible, and the human had changed his mind. Not many people could do that.

Besides, it gave her a few moments more to apply the finishing touches to her creation, the final puzzle pieces falling into place. Now, all that was left was to wait for the right time to unveil her. After all, once she had been given final form and released into the world, there was not much that could be done to change the results of that action.

**A/N: So, that's the second chapter done! I know that there's not a lot of action going on yet, but I'm hoping that by now someone might have figured out the TARDIS's secret. In case it wasn't clear enough, this chapter takes place during the events of "The Next Doctor." **

**Also, I thought I'd better add something that I forgot to last time: regrettably, in this particular version of the DW universe, the events of "Silence In the Library" and "Forest of the Dead" never took place, which is sad because those were two of my favorite episodes. However, the whole River Song story, as much as I adore her, doesn't fit within this fic's universe for multiple reasons. ****(Without getting into too many timey-wimey specifics, if the Doctor had been prevented from regenerating during the End of Time, the TARDIS would never have crashed in Amy's back yard, she and Rory would never have traveled with him, and therefore if River Song even existed, her name would have been Melody Pond and she wouldn't have been mixed up in the Doctor's timeline or had Time Lord genetic traits. More on that in later chapters.)**


	3. Unveiled

The first thought to enter the girl's mind was that she couldn't find her hands. It was the strangest sensation she'd ever experienced—but then again, had she truly experienced anything before? To be sure, she could remember things like hands and fingers, but couldn't recall what her own were supposed to look and feel like. There seemed to be other things missing, as well, but the oddest thing was that when she attempted to search for the holes in her memory, they were immediately filled in, dropping into place as if created out of nothing. This was confusing, so she soon stopped trying to process it and began to reach out to her surroundings.

Wherever she was, the girl concluded, it was extremely bright. She wasn't sure exactly how she knew this, because she couldn't actually see anything, but somehow it _felt _bright, and very warm. She concentrated very hard on trying to open her eyes, sure that she must have them somewhere, and was rewarded by the discovery that she did.

She was right about the brightness, too; it was so glowing here that she had to squint because the light hurt. The next thing she noticed besides the light was the sound, like a million voices combined into one, singing in a language she at once could and couldn't understand. It didn't sound like any words she knew, yet at the same time it made sense, shaping itself in her consciousness and becoming not only a song, but a question.

_Are you awake?_ the voice asked.

"Yes," the girl replied automatically, finding that she had not only eyes, but also a mouth and a voice. "Or at least I think I am. I don't know yet."

The voice didn't laugh, exactly, but managed to convey the feeling quite well. Then it asked another question.

_Do you know who you are?_

She thought about that for a moment. On the one hand, she had no idea what she looked like, how old she was, or even if she was sitting or standing or lying down at the moment. On the other, she was certain that she knew the voice from somewhere, might even have_ come _from it at some point, because it certainly seemed familiar.

"Maybe," she decided. "But even if I don't know, I think you do."

_You're right, _the voice agreed. _I do. And I can help you know yourself, if that's what you want._

"Well, that depends," the girl replied.

_On what?_

"On if that person's worth being."

The voice laughed again, then fell into silence, as if giving the girl a chance to decide for herself. In the moments of quietude that followed, she tried again to explore her own mind and see what lay there, but it remained a confusing and uncertain place, so the girl settled for something a little more concrete.

"Where are my hands?" she asked.

_You tell me, _the voice answered, still with a tone of amusement.

"I think they're supposed to be at the end of my arms," the girl concluded logically after a few seconds' thought, "But I'm not sure what they look like."

Even as she said this, though, she glanced down and learned that she was wrong.

"Oh!" she laughed, lifting the newly discovered appendages to her face and touching her own cheek. "There they are, just like always! And here are my legs, and my face feels like it usually does. But it's odd…I feel all new, like I've never had a body before. But that's absurd!"

She glanced up from her examination of her toes, realizing that the voice had been silent for more than a few minutes this time. Not only that, but everything around her was suddenly going dark, like the lights were failing.

"Where are you?" she called out in sudden fear. "You never told me who I am! What's my name? At least tell me my name!"

_Your name is something you'll find for yourself when the time comes, _the voice answered, seeming to come from very far away. _And as for who you are…you are the change that has always been needed, now more than ever…_

On that last word, the voice trailed away into nothing, and the girl woke up unable to remember any of its words to her.

DWDWDW

The sudden creak of a door made her eyes fly open, and she looked wildly all around her, trying to remember where she was and how she'd gotten there. She was barefoot, of all things, and dressed in some ridiculously impractical blue gown that was all draped chiffon and slick satin. And her head. Her head hurt like the dickens.

"Ow," she muttered, putting a hand to it.

"What?" a voice exclaimed somewhere above her, causing her to start badly. She looked again in the direction of the door and caught sight of a tall, thin man standing there in a long brown trench coat, snow in his tousled brown hair and a flabbergasted expression on his face. She frowned, thinking he looked oddly familiar. Something else had felt like that in her dream, only it wasn't him and she couldn't remember what it had even looked or sounded like.

"_What?" _the man said again, louder and more bewildered.

"Is that all you're going to say?" she asked exasperatedly. "Who are you anyway, and what is this place?"

"But—but—again?" he stammered. "Why does this always happen? "

"Why does what happen?" she frowned. "What's going on?"

"Well, I don't—how would—you tell me!" the man replied, still looking completely staggered. "How did you get here? Are the Racnoss messing about with huon particles again? Or is it Torchwood this time?"

"_What _kind of particles?" she asked blankly, staring at him with her mouth open.

"Huon particles," he explained distractedly, waving a hand in the air. "Ancient energy, potentially deadly, can cause infused people or objects to act like teleporting magnets. Last time somebody wound up in my TARDIS, it was because she'd swallowed a whopping amount of them—"

He broke off quite abruptly in the middle of this sentence, his face suddenly going blank.

"Anyway," he continued, "The question isn't how you got here, but how to get you back where you came from. Blimey, I hope it isn't—what's your name again? Are you human?"

"Wha—of course I am!" the girl replied, looking more bewildered by the second. This peculiar man seemed to switch his train of thought so fast and so often that it left her head even dizzier than it had been to begin with, not to mention the fact that the last few hours of her life were a strange blur.

The last thing she could remember was walking home on her way from a visit to the library…and then what? Everything after that involved dreams that evaded her memory every time she tried to grasp them, waking up in this strange place with metal floors and walls that glowed with odd bits of light, and meeting this man who asked odd questions about magnetic particles and who seemed to think she'd been _teleported _into his something-that-started-with-a-T.

And now he was looking at her with the strangest expression, his head cocked to the side and something like suspicion in his dark brown eyes.

"What?" she asked self-consciously. "I'm human; I just told you. What kind of a question is that, anyway? What else would I be?"

"You're wearing a fob watch," the man responded slowly. "On that chain around your neck. Mind if I take a look?"

Without waiting for an answer, he reached inside the pocket of the suit he was wearing beneath his trench coat and pulled out a strange metal object that looked like a cross between a screwdriver and a laser pointer, crossing the room to where she sat on the floor in the same place she'd woken up.

"It—it's just a watch on a necklace," she stuttered defensively. "Is there something wrong with it?"

"Nothing in my life is ever that simple," he answered, kneeling down beside her and frowning intensely at the innocent silver watch. "Not ever."

"You're not making sense."

He didn't reply to that, taking the watch in one long-fingered hand and pointing the metal object at it. She watched, fascinated, as a strange noise began to emanate from the device and the end glowed blue.

"It doesn't look Gallifreyan…no symbols, but there's still something about it that I can't put my finger on…what did you say your name was?" he murmured abstractedly, while continuing to scan the watch.

She laughed at that, and he glanced up questioningly.

"After all those weird questions, you're finally asking my name. I think we're beyond introductions now, don't you?" she chuckled, shaking her head. He grinned a little at that, letting the watch slip from his hand and fall back around her neck.

"Sorry," he told her. "I had to check on you first, and if you had any concept of my life, you'd understand why. I'm the Doctor, by the way."

"That's it?" she asked, raising a quizzical eyebrow. "Just—"

"Yes, it's just 'the Doctor,'" he interrupted exasperatedly, raising his eyes to the ceiling. "Yes, that's all I'm called. Yes, my ship is bigger on the inside, and no, I'm not human. Any more of the usual questions?"

"Yeah, actually," she shot back, throwing him a bemused look. "Are you a nutter?"

"Probably," the Doctor admitted with another slight grin. "That, however, depends on your definition."

"Well, you just said you weren't human, so that ticks off a major list item," she replied sarcastically. "Although these have been the strangest few minutes of my entire life and I still have no idea how I got here, so perhaps I'm the one who's mad. Wait—did you say we're on a ship?"

"My ship," he nodded. "She's called the TARDIS, short for Time and Relative Dimension in Space, and you never told me your name."

"It's Emma," the girl said dazedly. "Emma Starr."

"Well, then, Emma, it's time we got you back where you came from, assuming you know where that is," he said briskly, standing up, returning the strange device to his pocket, and extending a hand to help her to her feet.

She took it, still frowning disconcertedly, and stood for a brief moment before collapsing to the floor again with a cry of pain.

"Are you all right?" the Doctor asked quickly, whipping his device out again. "What's wrong?"

"My head," she whispered through clenched teeth. "There's something the matter with it."

She could hear him saying something else, but couldn't tell what. The last thing she was conscious of was the blue light at the end of his scanner-thingy dancing in front of her eyes, then for the second time that day, the darkness overwhelmed her.

**A/N: I've also forgotten twice to do the disclaimer-thing, but honestly, if I need to tell you that I don't own Doctor Who, then you're probably Mr. Thick Thick Thickity Thickface from Thicktown, Thickania, and I bet your dad is, too. Sorry, couldn't resist another reference. ;)**

**Anyway, the Doctor isn't happy about Emma being there, of course, although his natural curiosity makes him want to figure out where she came from. Bananas for anyone who can guess who she is! And no, I'm not talking about the fob watch; you'll have to wait to find out what's up with that. (I'm just gonna tell you now, though: I can't stand the typical OC business with the fob-watched Mary Sues who are really surrogates of the writer. So whoever Emma is, she belongs to the canon universe in several ways.)**

**Reviews will also be rewarded with bananas. :) Constructive criticism always helps! **


	4. Textbook Enigmatic

Not for the first time in his life, the Doctor found himself in an awkward situation. He'd just come back from a Christmas dinner he hadn't planned to attend in the first place, only to find some random young female in his TARDIS who didn't seem to know how she'd gotten there. Then, after a round of investigation that had yielded little fruit, except the one revelation that she was a human named Emma Starr, she had proceeded to lose consciousness in the middle of the ship's console room.

She also happened to be barefoot, the owner of a mysterious watch, and wearing some kind of sleeveless party dress in a particular color of blue that the Doctor would have known anywhere—it was painted all over the outside of his ship, after all. Not only that, but the irises of the girl's eyes were the same intense shade, a phenomenon that he had the feeling couldn't be explained away as mere coincidence. Altogether, an unsettling experience.

He glanced over at where Emma Starr lay, long waves of blonde hair obscuring half her features, and let loose an explosive sigh. Never mind the burning questions she raised in his mind, he'd have to figure out where she'd originated from sooner or later, and then he was going to return her as soon as possible. Not again would he allow himself to be suckered by some huge-eyed girl, promise to show her the universe, and end up breaking both their hearts. No, he was much better off on his own, the Doctor concluded, ignoring the hollow feeling the thought gave him. Each person he allowed himself to become close to was just one more painful goodbye, and to be honest, he wasn't sure how many more of those he could take.

"What am I supposed to do with you?" he exclaimed aloud, scrubbing a hand through his hair in a frustrated gesture. He got no answer from the comatose girl, of course. The thought occurred to him that he shouldn't just leave her there on the cold metal floor. Humans had such rubbish immune systems; she might catch something. A cursory examination with his sonic had yielded no medical results; she merely seemed to be sleeping, but it had proved impossible to wake her. He'd wanted so very badly to probe her mind in search of an answer, but his strict policy was never to do so without permission from the person in question, so the Doctor had gotten up and commenced pacing the room while trying to think of a solution to the problem at hand.

Walking nearer to her, he knelt down and flicked some of her tangled hair out of the way so that it was no longer hiding her face. Again, the feeling struck him that he knew her from somewhere, yet he was sure he'd never seen this girl before in his life.

At any rate, it wasn't going to do her any good for him to sit here and wonder, he decided. She needed a proper bed, and maybe some decent clothes—once she woke up, of course, because he certainly wasn't going to change them himself. Her demeanor had been intimidating enough before that he wasn't sure what she'd do to him if she happened to feel invaded by a gesture that was only meant to be considerate.

Reluctantly, the Doctor slid one arm underneath Emma Starr's shoulders and threaded the other through the crook of her knees, lifting her from the ground and getting to his feet. Blimey, she was light. Her build reminded him of Jenny, slight and long-legged. Donna would have called her a long streak of nothing, he thought with something halfway between a smile and a grimace.

What with Emma's overall lack of substantial weight, he managed to get her downstairs to a spare bedroom without much trouble, laying her on top of the spread and situating the pillows beneath her. Then he stepped back and surveyed his work, frowning at the girl's sleeping face. It would come to him in a moment, where he'd met her before. If he just turned his head at the right angle, everything would fall into place and he'd have no trouble getting rid of her once and for all.

Or at least that's what the Doctor told himself this was about, unwilling to let his natural curiosity take hold for once, not this time, not this girl. He could see it happening again far too easily, having her worm her way into his heart and right back out again, leaving an empty spot in her wake. He should turn and leave right now, before he got further entrenched—

"Mmm," Emma Starr moaned, stirring where she lay. Her eyelids fluttered, and the Doctor had the sudden thought that he should get somewhere out of sight, just in case she had the wrong idea upon waking, but had no time to act upon it before she sat bolt upright with a gasp.

"Doctor?" she cried out fearfully.

"I'm here," he answered automatically, startled.

"O-oh," she stammered, her eyes falling upon him where he stood in the doorway. "I'm sorry, I didn't mean to call you, I just didn't know where I was when I woke up."

"That's quite all right," the Doctor replied, waving her apology aside. "The important thing is, are you?"

"I think so," Emma nodded. "My head feels much better. How long was I..?"

"A few minutes. Only long enough for me to examine you for head trauma, then carry you downstairs. I couldn't wake you; I tried."

"Really, head trauma?" she asked with quite a bit of anxiety in her voice. "And did you find anything to concern you?"

"No. _Weeell_, not really. Just a little lack of proper response to external stimuli, is all. You actually appeared to be some sort of a coma, but that's unlikely considering that it lasted less than an hour," he rattled off, rocking backward and forward on his heels.

"Hmm. That's…odd," she said, frowning. "But wait—you said you carried me downstairs? How big is this place?"

"That depends on if you mean the outside or the inside," he answered cautiously, looking at her hard. His fingers were itching to go to her temples, seeking out the answers hidden inside her brain, but he held himself back, resolving to answer her questions before his own. After all, however great his confusion must be, hers was probably greater by several times, so he just continued to sway impatiently with his hands behind his back, waiting for the conversation to come to an end.

"Oh, that's right," she responded with some amusement. "You're an alien with a magic ship that's bigger on the inside than the outside. And that's so because…"

The Doctor waited expectantly for her to finish the sentence, wondering what her theory would be, but she just stared at him with her head cocked to the side.

"Because why?" he prodded her after a few moments.

"I'm waiting for you to tell me, Dumbo!" Emma replied with a burst of laughter. "That was a question!"

The Doctor froze mid-rock. "What did you call me?" he asked slowly.

"Oh, come on," she sighed, giving him a reproachful look. "You aren't actually going to take offense, are you?"

"Why did you call me that?" he persisted, striding forward. "Who are you?"

"No one, I already told you," she shot back, flicking a few waves of unruly hair out of her deep blue eyes with a toss of her head, the better to stare earnestly into his. "I'm Emma Starr. Human. My parents are Mary and Elliott Starr, and I live—"

She paused mid-sentence, her brow furrowing deeper.

"I live—" she tried again, but once again broke off, looking close to tears. "I—I can't remember. Isn't that odd?"

The Doctor regarded her intensely while fifty-three different alarm bells sounded in his Time Lord brain. This girl was no longer a mere enigma, but potentially a threat. Examination of her mind could wait no longer, or this situation could turn dangerous. She had called him by a name only Donna used, for Rassilon's sake, and now she couldn't even recall where she came from, much less any information regarding what she did there.

"Emma, I'm going to do something very strange," he told her decisively, kneeling down so his face was level with hers and raising his hands to her temples. "Please, bear with me for a moment. I need you to close your eyes."

"What is it?" she asked fearfully, recoiling from his touch. "What are you doing?"

"Won't hurt a bit," he reassured her, eyes locked with hers, and she reluctantly drifted closer, swallowing hard.

The Doctor took a deep breath, focusing, and placed his fingers back on her face.

"Now just try and relax," he exhaled, closing his own eyes. "Just relax…that's it…"

And he was inside her mind, wandering through the tunnels of consciousness, searching them for answers to the mystery of the girl in the blue dress. As he did, he began to notice little things about the way her mind worked, small quirks that added up to heighten his sense of mystification, the feeling that she was both a stranger and the most familiar thing he'd known in all his long life.

"Oh, but you're brilliant!" he murmured, trying to contain his astonishment so he didn't alarm her. "This is beautiful…IQ off the charts…"

"Thanks, I'm sure," Emma replied drily, although her voice was slightly shaky. "I can say the same for you."

"What do you mean?" he asked, once again caught off guard by her. His eyes flew open and he jerked back, as she did the same in the same instant.

"No," she choked out, hands flying to her head again. "So much pain. Make it stop."

"What is it?" he repeated tensely, grabbing her wrists in his hands. "What have you done?"

"All of them," she sobbed, looking up at him while her eyes filled with tears. "Gone. All lost. How can you stand it?"

The Doctor became very still, his hearts beating rapidly as he worked out what she'd just said.

"You were inside my mind?"

She nodded, still looking into his face with a completely horrified expression. Then Emma Starr did something else entirely unexpected; she leaned forward, breaching the distance between them, and hugged him fiercely, burying her face in his jacket.

For a few moments, the Doctor wasn't sure how to respond. Then he carefully put his arms around her and rested his chin on the top of her head, swallowing down the sudden tightness in his throat.

"I'm sorry," she said fervently after a few moments, her voice muffled but ringing with emotion. "I don't know how you stand it."

"Oh, I manage," he replied lightly, pulling away from her tenacious hold. The longer they spent like this, the less comfortable he was becoming with the embrace, feeling the need to distance himself from the unexpected, unprecedented comfort. Emma drew back, too, biting her lip awkwardly but still meeting his eyes.

"So…what you did just then," she said slowly, head cocked to the side once again. "You read my mind. How?"

"Oh, I'm telepathic," he answered, delivering the statement in an offhand manner. "Just did a little bit of mind probing. That okay?"

"Yeah," Emma nodded with a shaky laugh. "Yeah, it's okay. Everything is okay."

And the Doctor didn't know why, but he found himself believing her.

**A/N: Hooray, got some questions answered there, as well as a whole lot of new ones introduced. Like, why can't Emma (if that's even her real name) remember where she lives, or any real details about her life? Where ****_did _****she come from, if it isn't obvious by now? And why now, of all times, has the Doctor finally found a fellow genius who isn't a giant scumbag like Adam Mitchell or Luke Rattigan?**

**Yeah, I know the Doctor started trusting her pretty fast, all things considered. But don't worry, it'll still take him a while to get everything sorted in that lovely mind of his before he decides exactly what to make of her. And of course, there's still the End of Time to contend with, because Emma just _being_ there won't be enough to prevent all or most of those events from happening...muhuhahaha...**


	5. Wardrobes and Decisions

Even through the acute embarrassment following her moment of reckless spontaneity, Emma couldn't quite banish the echoes of the Doctor's sorrow from the corners of her mind. Oddly enough, it felt as if it was a part of her now, every beat of her heart reminding her of the turmoil hidden underneath his lighthearted façade. In the past hour, she'd run the emotional gamut herself, first undergoing extreme confusion, then fear and distress as her head had unexpectedly exploded with pain, then amusement, apprehension, compassion, and finally complete and utter mortification.

Yet not one of these feelings seemed anything to compare with the brief moment of agony she'd suffered when her consciousness and his had touched for the briefest of moments. She could feel him subconsciously trying to soften the edges of it as much as possible in the instant she'd unintentionally opened the connection, as if attempting to spare her the experience. That alone was enough to make her insides contort with unbearable sympathy towards the man she hadn't even trusted until now.

Emma buried her face in her hands where she sat on the edge of the bed, drawing a ragged breath into her lungs while attempting to keep the tears at bay. This was absolutely ridiculous. She'd met him less than an hour ago, and now she could think of nothing but finding a way to heal the hurt she had only just found out was there. But why should she care?

She knew nothing about him. He didn't even make sense, this man who called himself "the Doctor" and nothing else, who owned a confusing spaceship that she'd never once seen the outside of, who used strange devices and asked odd questions and claimed not to be human. For all she knew, everything he'd told her so far could be a lie.

And yet…she knew somehow that he was a being of amazing, unrivaled good, despite the darkness. The Doctor would never hurt her or anyone intentionally, she was sure of it. Even when he'd made his escape a few minutes earlier, seeming to be at a loss for words, the last thing he had said to her was "It'll do you some good to sleep for a while. We'll try to figure this out later, yeah?"

For all his sadness, the Doctor was worried about not about himself, but a girl he barely knew and who had been thrust into his care by circumstances neither of them understood. Emma had only known one other person with that depth of character in her entire life.

She rubbed her eyes with the heels of her hands as the memory of him surfaced, unconnected with anything around it. This amnesia was the oddest thing: she could recall certain people, places, and events, but not others. Random memories swirled around the inside of her head, faces, scenes, and voices all mixed up together like bits out of someone else's life, or perhaps several other people.

Trying to make sense of it was getting her nowhere, but the idea of taking the Doctor's advice and trying to sleep while everything remained this complicated was equally unappealing. All she really wanted was to find him again and get some answers, anything to replace the overwhelming confusion with some solid, comforting knowledge, but the recollection of what she'd done a few minutes ago, hugging the Doctor out of nowhere and crying all over his lapel, kept her in the room out of sheer humiliation. She couldn't face him again, not after that brilliant bit of idiocy. So what was she to do?

Emma took another deep breath and dried her eyes with a bit of blue chiffon from the skirt of her ridiculous dress, deciding that the first order of business was to get herself some new clothes. She had no clue if he even kept women's clothing in her size on this ship (and why would he?) but the process of looking for them would keep her occupied long enough for her to pull herself together and come up with a new plan of action.

Having decided this, Emma stood up determinedly and strode over to the metal wardrobe located on the other side of the room, flinging the doors open wide. She wasn't surprised to find them empty; the room's air was of one that had been in use in the past, but had been unoccupied for some time. The next thing to try was, of course, to leave the room and look in some other ones in the hopes that one might prove to be full of clothes.

This intimidated her a little, because not only was the interior of this ship unfamiliar, but the Doctor had implied that she ought to stay in this room until he came to fetch her, and this _was_ his home of sorts. Emma didn't know much about alien cultures, but she had a notion that it would still be considered rude to go exploring someone else's house in search of clothes before asking first. Still, she couldn't keep herself from trying the doorknob, which moved when turned, but the door itself seemed to be stuck in its frame.

"Come. On," she muttered, giving it a shove with her shoulder. A cold prickle of fear started to crawl its way up her spine. Had he bolted her in?

She shook away the irrational thought, realizing that not only would the Doctor have no reason to do so, but the door wasn't fitted with a bolt mechanism in the first place, or even a lock. Still, it absolutely refused to move. Emma stopped pushing at it for a moment, wondering if she should call for help, and suddenly noticed a flash of color from the corner of her eye.

She spun around, mouth agape as her brain wildly rejected the impossibility, but there was no doubt about it: the wardrobe was now chock-full of clothes. There were dresses, jumpers, blouses, trousers, and shoes in every fabric and style imaginable, but all of them held one similarity: they were the same blue color as her dress, identical to her eyes.

Emma walked slowly towards the wardrobe, wary now. Something was playing a trick on her, or perhaps trying to send some sort of a message, and she was going to find out what it was sooner or later. Every muscle in her lithe frame tensed up as she cautiously extended a hand and touched the soft folds of a nightgown hanging to the far right. Nothing happened.

She caught sight of her reflection in the mirror on one of the wardrobe doors, a pale girl with frightened blue eyes and tangled hair falling in waves about her heart-shaped face, and suddenly laughed. She couldn't believe she was in a complete state of alarm over a phenomenon of this sort. After everything that had happened in the last hour, aliens and spaceships and telepathy, why did it surprise her when a wardrobe went from empty to full in a matter of moments?

Shaking her head at her own foolishness, Emma selected a cotton jumper, a pair of denim trousers, some socks and a pair of trainers, all in the same shade as everything else the wardrobe had to offer. After she changed, she rummaged through the drawers at the bottom and found a blue hairbrush, which she used to make her snarled mane presentable.

While using the mirror for this purpose, she was struck by the singular feeling that she hadn't ever really examined her own face in detail before. She traced the line of her high cheekbones with a finger, memorized the scattering of freckles across the straight, wry little nose, the dip and curve of the passably full lips, the angular point of her chin. Deep dimples etched themselves into her cheeks when she smiled, and her eyelashes were long and thick, if not especially dark. All in all, an attractive face, but not extraordinarily so.

The watch which had made the Doctor so suspicious, she hung back around her neck. She didn't know where it had come from, but its silver casing with fluid designs etched all around the edges was beautiful, and for some reason she was reluctant to simply throw it away.

Engrossed in the activity at hand, she barely noticed it when the door swung open and the Doctor sauntered into the room, hands in pockets. She jumped a little when he cleared his throat behind her and dropped the hairbrush, which made a loud noise when it connected with the floor.

_Oh, _now _the door works, _Emma thought crossly, picking it back up again.

"I heard you banging around down here," he said as she did so. "Just came to check on you. I see you've discovered the wardrobe."

"Yeah, I have," she answered with a self-conscious little smile. "Funny sort of place you have here, clothes appearing out of nowhere. It didn't half scare me."

"Yeah, sorry about that," the Doctor grinned apologetically, rubbing the back of his neck in an equally awkward manner. "The TARDIS usually keeps clothes in the big wardrobe room, but sometimes she moves them around if the fancy strikes her. Come to think of it, all the rooms are that way."

"Your ship's a she?" Emma smiled, liking the idea. "That's so strange and so brilliant all at once."

"Isn't it?" he agreed. "Mind you, though, she can be a bit uncooperative at times."

"Yeah, I noticed," she sighed, gesturing to her outfit. "She gave me clothes, all right, but all the clothes were the same color."

"Yeah, what's that about?" he frowned, looking her up and down. "That's the same blue as your dress, isn't it?"

"I've never seen that dress before in my life," she replied with a shrug. "Don't know how I wound up in it. Guess that's one more thing we'll have to figure out, eh?"

"Oh, yes," he beamed, looking enthralled by the idea. "You're a right mystery, Emma Starr. Almost impossible, you might say."

"And you like impossible, do you?" she grinned back.

"Oh, yes," the Doctor laughed again. Then his expression changed from cheerful to perplexed and he took a few steps closer, dark eyes boring into her with an unreadable look.

"What?" she asked uncomfortably.

"Nothing," he responded, yet still studying her intently. "You just seem familiar somehow."

"So do you," Emma whispered, feeling her bewilderment rise up again and take hold of her. "Why do you think that is?"

He didn't answer for a few moments, seeming to wage an inner war within the space of a heartbeat or two. Then he sighed loudly and leaned back out of her personal space, shaking his head in frustration at something only he knew about.

"I don't know," the Doctor declared, looking at her again, "But, believe me, Emma Starr, I am going to find out."

"I trust you," she replied breathlessly, her mouth speaking before her wits could catch up with it. "I don't know why, I just do."

"Well, that's a good thing," he answered with a sudden grin and a gleam in his eye. "Because I'm going to take you on a little trip. Just because. We'll see what kind of trouble we can get into, and maybe find some answers along the way. Is that all right with you?"

Emma grinned back at him, a keen excitement suddenly coursing its way through her veins while her heart beat rapidly in her chest.

"Definitely."

**A/N: Ah, the Doctor's done it again, despite himself. He can never travel alone for long, can he? **

**Well, that's a good thing, because he needs someone else, as we all know. He's probably getting a little more than he bargained for with Emma, though, all things considered. Her brain is like a giant tangled-up web of secrets that will eventually come to light, and when they do, things will definitely get interesting. Just you wait for chapters to come! Hehehe...**


	6. A Temporary Arrangement

"So, where are we going?" Emma asked merrily as she bounced her way into the console room. "Different planet? Different _solar system? _How far can this ship go, exactly?"

"Anywhere," the Doctor answered impressively, one eyebrow raised as he looked her in the eye. "It even travels in time."

"Get out of here," Emma laughed.

"It can!" he protested, while somewhere in the back of his mind, something niggled at his subconscious, that funny sense of déjà vu.

"If you say so," she replied, giving him a dubious look.

"Fine, then, I'll prove it," he smiled, laying a hand on the console expectantly. "Name a year, any year, we'll go there, you and I. Go on, name a year!"

"Um...1347?" she said hesitantly. "Yeah, I think so. London, 1347."

"Bit dangerous," the Doctor frowned, surprised by her choice. "Plague and all that."

"I know," she nodded. "For some reason, it's the horrible years that were always the most interesting to me. The Great Plague, World Wars I and II…mankind on its knees, fighting to stay alive. I don't know, maybe I'm morbid."

"No, I thought those years were brilliant, too," he replied approvingly. "Mind you, though, I won't be blamed if you go getting sick or something, so proceed at your own risk."

"Fine by me," Emma assured him with a cheeky grin. "The riskier, the better."

"Careful," he warned her sternly. "Travelling with me, you might just regret that statement."

"So I'm travelling with you now, am I?" she asked casually, but her voice held a tremulous undercurrent of disbelieving eagerness that didn't escape the Doctor.

"Only for one trip," he swiftly amended, cursing himself for letting his guard down. "And not the kind of 'one trip' I've given certain other people, either. Just one, and then back home again, understand?"

"If you say so," she replied with a neutral tone that couldn't quite mask her disappointment. "Although I can't see how you're going to get me home if I can't even remember where I came from."

"We'll worry about that bit when we come to it. For now…1347! Allons-y!" the Doctor cried with a manic grin, pulling a lever on the console. The TARDIS began to move, wheezing and groaning as it dematerialized into the time vortex, the Doctor continuing with his usual enthusiastic dance around the console, pressing buttons and throwing switches while Emma held on for dear life.

"You never said it was this bumpy!" she yelled over the ship's shuddering, but he wasn't listening. Something on one of the monitors had caught his eye, something that shouldn't have been there…

"Hold on a tick," he muttered, turning it towards him with one hand while whipping his brainy specs out of his pocket with the other. "Uh-oh. This is not good, this is so very not good in many ways…"

"What?" Emma asked urgently, trying to make her way to his side without falling over. "Doctor? What is it?"

"It's a rift," he frowned, still staring at the screen intently. "A rift in space, just a tiny one, but definitely a rift."

"And what does that mean?"

"It means that our little trip has been temporarily postponed," the Doctor announced, moving again, heading purposefully around the console until he reached the switch that would change their destination. "I'm sorry, Emma, but I have to track this, it could be something important."

"Okay," she agreed. "That's fine, do what you need to. Is there anything I can do to help?"

"Yes, actually. If you could just poke around under the floor northeast of the console—the floor grate lifts, like a trap door, if you pull on it—and see if you can find my little locator machine, looks a bit like a miniature radio antennae with a little dish attached and all, if you could just get that and hand it to me, that would be lovely. Look for a box marked 'L', there'll be a lot of rubbish inside, most of it won't make sense, just look for a small machine."

"Okaaay," she replied doubtfully, bending down out of sight. "I'll try my best."

"Good, good," the Doctor answered distractedly, absorbed in the screen again. The signal was getting stronger as they headed towards the twenty-first century—why did things always tend to happen then? It was like that particular collection of years had been specifically designated for disaster.

"Is this it?" Emma asked, her voice muffled. "It's this weird little thing with a dish on it and it keeps beeping."

"Probably. Can you hold it up so I can see it?" he requested. Emma's hand appeared over the edge of the console, slightly dirty from rummaging around under the floor grate and clutching the device in question.

"Yep, that's it!" the Doctor affirmed, taking it from her as she emerged while removing his glasses and stowing them back in his coat pocket. "Good job, Emma Starr, you're brilliant. Now let's see if we can pinpoint that signal…"

Approximately ten minutes later, the TARDIS materialized near the signal's point of origin and the Doctor and Emma hurried out the doors, the former grabbing his brown overcoat from one of the ship's coral struts on his way out. Preoccupied with fitting his locator machine into a pocket while trying not to damage it, the Doctor barely stopped to gauge her reaction when she saw the outside of the TARDIS for the first time.

"You weren't kidding when you said it was smaller!" Emma gasped, drawing his attention. "And look, it's that color—that blue, like the clothes in the wardrobe, like the ones I'm wearing! But why does it look like a police box?"

"I don't know, she just does!" the Doctor sighed exasperatedly, attempting to maneuver the antennae around the millions of other odds and ends stashed inside the transdimensional space. "Landed in the 1960's right after I stole her, police boxes all over the place then, so that's what the camouflage feature selected, but then it got stuck and now I don't bother fixing it. Is that a problem?"

"Wait a minute, you stole the TARDIS?" she huffed, hurrying to keep up with his long stride. "So you're a thief, then?"

"No!" he protested. "I just—oh, if you want my entire backstory, you'll have to wait, there's a better time for it."

"Okay, if you say so. You do know we're in the gardens at Buckingham Palace, right?"

"Are we?" he replied unconcernedly, and she laughed.

"I like you, Doctor," Emma Starr announced. "I really do."

He grinned at her over his shoulder, feeling his hearts warm in spite of himself. It was all happening as fast as it usually did, the trouble, the chase, the investigation, the adrenaline, and in the midst of it all, he was letting himself do things he knew better than to do. He reminded himself that this was just a temporary arrangement, and that the most important thing was to keep a safe distance from, well, everyone. Especially this Emma Starr, with her strange blue eyes and her knack of completely throwing him off his game without even meaning to, that uncanny déjà vu he experienced whenever he looked at her and sometimes when he didn't. Again with the perpetual question: _who was she_?

"Doctor, look!" the girl in question called, pulling him back to the present again. At the moment, they were hurrying down a little back alley, having left the gardens behind a while ago, and Emma was pointing to a sign pasted to the wall on their left, an advertisement about free drinks in some pub or the other.

"What about it?" he asked blankly, not seeing the point.

"It's Easter," she sighed, tapping the poster again. "I thought it'd be helpful to know today's date and all? Well, there it is."

"Really?" the Doctor exclaimed delightedly, beaming at the grubby ad. "Lovely! I don't get to experience Easter very often, always seem to miss it! Ohhh, we've got to do something about this, how about chocolate, do you like chocolate? Chocolate eggs are the usual for Easter, as I seem to recall."

"Uh…sure," she agreed, giving him a bemused look. "Chocolate. But…how are we going to get it? I don't have any money, do you?"

"Not a penny," he replied carelessly. "Always seem to manage quite well without it. Oh, look, a little shop!"

And he was running full tilt across the street, Emma dashing in his wake. They came to a halt in front of the shop, which had a full display of Easter goods in the window and an ATM over in the corner beside the entrance. The Doctor strode over to this, discreetly drew his sonic screwdriver out of his jacket and pointed it at the screen until a few bills shot out; he caught these and handed them to her with a grand gesture.

"Now you will _have _to explain that thing to me sometime," Emma said interestedly, referring to the sonic. "What is it, a magic flashlight?"

"Sonic screwdriver," he corrected her, stowing it back in its place. "Good for all sorts of things: medical examinations, fixing computers, unlocking doors, blowing things up, you name it. Mind you, it doesn't work too well on wood or anything like that, just metal."

"Sonic…screwdriver," she repeated slowly, the corner of her mouth twitching. "Right, because that's not nerdy at all."

"Pardon?"

"Never mind," she laughed, grabbing his hand and towing him through the shop doors. "Let's get some chocolate eggs!"

This particular adventure wasn't starting out badly at all, the Doctor decided shortly afterward, as they strolled down the street, munching their chocolate and pointing the sights out to each other while he tracked the rift using his machine. They were getting a lot of strange looks, probably something to do with the shrill beeping sound the locator was emitting, or maybe because of Emma's noticeably monochromatic outfit, but neither of them paid much mind to the wide berth the crowd was giving them. Emma suggested after a while that they catch a bus, and the Doctor agreed because the exact location of the rift was too far away and too much in the middle of things for them to get there by walking.

The wait at the bus stop didn't turn out to be a long one, solely because of the passenger that got on just ahead of them, he suspected. She was a pretty noticeable specimen herself, beautiful in an icy sort of way, late twenties at most, dressed from head to toe in black and carrying a suspicious rucksack. Like them, she didn't appear to have an Oyster card, instead debating with the driver in a hushed tone for several moments before slipping two small, glittery objects into his hand.

"Diamonds. Genuine. Drive!" she hissed, darting into the back.

"Oops, better hurry," the Doctor said to Emma, pulling her with him up the stairs into the bus. He whipped his psychic paper out of his pocket and presented it to the Oyster reader, which beeped approvingly as they shuffled into the aisle.

"Just in time, mate," the driver chuckled, closing the doors behind them as the bus began to move.

"Who is she?" Emma asked the Doctor quietly as they made their way to a pair of seats, nodding in the direction of the shady-looking woman. Didn't miss much, this one.

"I don't know," the Doctor replied softly, "Let's find out. Sit here; I'll be back in a moment."

"Don't know why you get to do all the investigating," she grumbled, but did as he asked while he moved towards the woman, who was staring out the window with a tangible air of apprehension.

"Hello, I'm the Doctor!" he announced, sitting down beside her and offering her his half-eaten Easter egg. "Happy Easter!"

"Um, okay," the woman frowned, glancing in his direction for a moment, then back to the window. "Happy Easter to you, too."

The Doctor heard Emma stifle a snicker behind him; he shot her a warning look over his shoulder and she worked harder to keep her face straight.

"_She thinks you're a nutter,_" Emma mouthed as he turned back to the woman beside him, trying not to laugh himself.

"So," he began again cheerfully, "Easter. Funny thing is, I don't often do Easter, I can never find it, it's always at a different time. Although I remember the original—between you and me, what really happened was—"

The locator machine chose that moment to issue a particularly long, loud beep, interrupting his waffle.

"Oh, sorry, hang onto that for me," he said amiably, handing her the egg so he could rummage in his pocket with both hands. "Actually, go on, have it, finish it, full of sugar, and I am determined to keep these teeth."

It took him a few seconds longer to find the device than it should have—he really needed to clean out his pockets before the situation there deteriorated any further—but when he did, it was worth it to see the readings.

"Oh, we've got excitation!" he exclaimed. "I'm picking up something _very _strange."

"I know the feeling," the woman replied with amusement. A few seats behind them, Emma snorted again, but stopped abruptly this time as something to the rear of the bus caught her attention.

"Doctor?" she called, but he was once again completely absorbed in his machine, which was behaving in a quite confusing manner. Beside him, the black-clothed woman shifted edgily in her seat, tension rolling off her in waves.

"Doctor, I think you should see this," Emma repeated.

"Busy," he replied tersely. Just then, the bus entered a tunnel, casting a shadow over the interior that made the flashing lights following them even more obvious. The Doctor glanced up, taking note of them briefly before going back to his locator.

"Rhondium particles, that's what I'm looking for," he explained aloud, as much for Emma's benefit as the woman's. "This thing detects them, the little dish should go round, that little dish there…"

"Right now, a way out would come in pretty handy," the woman snapped. "Can you detect me one of those?"

"Doctor!" Emma said again, more forcefully this time, but his attention was fixed on the little dish, which was beginning to turn at last.

"Oh, look, the little dish is going round!" he exclaimed affectionately, beaming at his creation.

"Fascinating," the woman replied frostily.

"And round. And round," he repeated, his eyes going wide as the dish span out of control. "Oh blimey."

With a small bang, the dish went flying off its rotor, sailing past the ear of a mumsy-looking woman sitting near the front of the bus.

"Excuse me, do you mind?" she said crossly, turning round to fix the Doctor with an irritated look.

"Sorry. That was my little dish."

"Can't you turn that thing off?" the shady-looking woman shouted over the beeping and flashing of the locator.

"What's your name?" the Doctor asked suddenly, turning to her. He could definitely feel something coming now, something way bigger than he'd anticipated…

"Christina," the woman replied.

"Christina, hold on tight—everyone, hold on!" he yelled as the bus began to shake wildly, accompanied by a violent tearing sound. The passengers screamed as they struggled to remain upright through the quake, terror and surprise overcoming them. Panic, not good…

"Stay in your seats! No one move!" the Doctor shouted, hoping to restore some order, but his voice was drowned among theirs, just another scream in the chorus as the entire scene was plunged into absolute darkness.

**A/N: Sorry for the long time it took me to update; I've been impossibly busy lately!**

**Obviously, this bit takes place during the DW episode "Planet of the Dead," as will the next chapter. After that and the Waters of Mars, there are quite a few largely unchronicled adventures between this episode and the End of Time that I'm looking forward to covering. I intend to explore the untold-but-often-referenced incidents surrounding the Doctor and Good Queen Bess, as well as others like it (frankly, I'd like to know how the Doctor ended up in a cowboy hat, lei, and shades at the beginning of EOT Pt. 1), and as always, the mysteries still surrounding Emma Starr.**

**(To the reviewer "Lily:" yes, I did choose Emma's name carefully; good job picking up on that! My favorite variation of that name's meaning is "healer of the universe.")**


	7. Kind of Amazing

The light. It came filtering in through the windows, golden, hazy, ethereal.

_Beautiful, _Emma thought, lying on her back in a bit of a daze, while all around her people groaned, sitting up and assessing their various bumps and bruises. She, herself, could feel a large goose egg throbbing on the back of her skull where it had connected with either the floor or the ceiling, she wasn't sure which. As she contemplated this issue, a hand extended itself into her field of vision and she blinked rapidly, trying to make her surroundings stop swimming and come into focus.

"Need some help?" the owner of the hand asked.

"Uggghh," Emma answered groggily.

"It's all right, she's with me," a voice interjected, and then the Doctor was there beside her, sliding his arm underneath her shoulders and helping her into a sitting position.

"Are you all right?" he asked, one hand reflexively going to the pocket where she knew he kept his sonic screwdriver. "Nothing broken?"

"I'm okay," she grimaced, shaking her head to clear it. "Where are we?"

"I'm not sure, but I have a hunch we've gone a little bit further than Brixton," the Doctor informed her, bending her head forward gently so he could examine the back of it. "Ooh, that's a beauty. You might have a concussion, let me check."

"I told you, I'm fine," she sighed, swatting his hand away from his pocket. "Don't worry yourself, Martian boy."

The Doctor paused, looking at her with that funny expression he sometimes wore during the most innocent conversations, as if she'd accidentally said or done something wrong. Emma was used to this by now, so she simply got to her feet and made her way over to the window, frowning as she took in the view outside.

"Sand," she said blankly.

And that's all there was. Miles and miles of sand, billows and piles and mountains of it, like a vast sand ocean all around them, as far as the eye could see. Emma stumbled to the doors and heaved them open in an attempt to get a better look, and some of the other passengers followed her, coming to stand in the doorway.

"Well, I'll be," the driver muttered. "It's the bloody Sahara."

"No, I don't think so," the Doctor responded thoughtfully, maneuvering his way around Emma and the others and hopping out of the bus.

"Then what is it?" the woman from before (Christina, her name was) spoke up, following him out into the sand. "Where are we?"

Emma didn't hear the reply he gave; she was too busy noting the reactions of the only two passengers who hadn't moved from their seats since the bus had stopped shaking. A plump older couple, they sat huddled together in the back of the bus, speaking in hushed, worried voices that she couldn't make sense of from where she stood.

The other passengers began to pile out of the bus, following the Doctor and Christina, but Emma went the opposite direction, surreptitiously making her way around the perimeter of the bus until she was just behind them and could make out what they were saying.

"I'm not going out there!" the woman was insisting. "They're still calling. All around us. The voices are crying."

"What voices, sweetheart?" the husband asked anxiously.

"The dead," his wife intoned ominously. "We are surrounded…by the dead."

Just then, the man glanced up and noticed Emma hovering nearby.

"Can we help you?" he asked, his manner slightly defensive.

"Oh, no, I just wasn't sure—um, I was only trying to—oh, I'm sorry," Emma sighed, deciding to be honest with them. "I just couldn't help hearing what you were saying, ma'am. The dead? What does that mean? Are we in danger?"

The woman's head turned towards her, but her wide, terrified eyes stared right through Emma as if not even seeing the blonde girl standing there. She was panting with fear, her chest rising and falling rapidly, and a thin sheen of sweat shone on her forehead, although that might have been from the intense heat.

"I'm sorry," the man said when his wife failed to answer. "She's very distressed right now, you must forgive her. Ever since she was a child, she's had a gift…"

Emma was about to reply to that statement with another question, but through the window, she caught a glimpse of the Doctor stooping down on the sand and running it through his fingers as if examining it for something. The thing that gave her pause, though, was that he was wearing those horn-rimmed glasses of his, the ones he'd put on before when inspecting the monitor. Attractive in a very eccentric sort of way, she'd thought without meaning to. Quite apart from that, however, Emma had a hunch that this particular peculiarity of his meant that he was hot on the trail of some clue or the other.

"I'm sorry, could you hold that thought?" she said to the man, smiling apologetically. "I need to go see what my friend is up to, he may have found something. I'm really sorry."

She turned abruptly and sprang down the stairs, squinting a little as the overly bright sunlight hit her eyes, and made her way as quickly as she could to where the Doctor knelt, closely watched by Christina, who was currently fishing a pair of sunglasses out of her bag.

"Ready for every emergency," the latter declared. The Doctor's eyes narrowed. Removing his glasses, he pulled his sonic screwdriver out of his pocket and directed it at the lenses, which turned dark.

"Me, too," he stated, setting them back on his nose. Emma gave a short laugh at that and he turned in her direction.

"You just can't be outdone, can you?" she chuckled, shaking her head.

"I'm sorry, who are you?" Christina put in smoothly, her nose crinkling a little as her eyes scanned Emma from head to toe, taking in the blue trousers, blue jumper, blue Converse trainers, the peculiar watch on its long silver chain.

"Oh, no one terribly important," Emma smiled brightly—and, it must be admitted, a tad acerbically. "My name's Emma Starr."

"Ah," was the delicate reply, Christina's patronizing expression rendering further comment unnecessary. "And he is…?"

"The Doctor," said the Doctor before Emma had a chance to answer.

"Name, not rank," Christina sighed.

"The Doctor."

"Surname?"

"The Doctor."

"You're called the Doctor?" Christina said disbelievingly.

"Yes I am," he affirmed, still inspecting the sand.

"That's not a name, that's a psychological condition," she smirked.

"Tell me about it," murmured Emma.

"Funny sort of sand, this," the Doctor mused, ignoring them both. "There's a trace of something else…"

Then he lifted his sandy fingers to his mouth, and to both onlookers' disbelief and Emma's amusement, dabbed them on his tongue.

"Ack, blaggh, pfff," was the verdict rendered. "Ohhh, not good."

"Well, it wouldn't be, it's sand," said Christina, while Emma had a minor coughing fit trying to contain her laughter.

"No, it tastes like…" he trailed off, staring into midair with a thoughtful expression. Then he breathed in deeply and stood up. "Never mind."

"Doctor, what is it?" Emma asked sharply, and was about to pursue the matter further, but the passengers who had previously been arguing off to the side in a huddled little group suddenly converged on the three of them with one accord.

"Hold on, I saw you, mate!" one of them was saying angrily, pointing to the Doctor. "You had that thing, that machine—did you _make _this happen?"

"Oh, humans on buses, always blaming me," the Doctor sighed, raising his eyes to the sky. "Look, if you must know, I was tracking a hole in the fabric of reality. Call it a hobby. But it was a tiny little hole, no danger to anyone! Then suddenly it gets big, and we drive right through it."

"Then where is it?" the driver demanded. "There's nothing, there's just sand!"

"All right," said the Doctor exasperatedly, bending down and scooping up a handful of the stuff. "If you want proof. We drove through…_this_."

As he spoke, he took a few strides forward and flung the sand into the air to the immediate rear of the bus. Unconsciously, Emma expected to hear the hiss of falling sand as the particles rejoined their brethren on the ground, but that wasn't what happened. Instead, the very _air _rippled, like someone throwing a stone into a puddle of water, the undulations spreading out almost twelve feet across and then disappearing, the gateway becoming invisible once more. This had to be the thing they'd been looking for. The rift in space.

Emma bit her lip hard, unable to properly take in what she'd just seen, even within the context of everything that had happened to her in the past hour. So many impossible things. How could she be taking all of it so coolly? Her head was throbbing again, not like it had when she hit it inside the bus, but more the way it had felt when she'd woken up inside the TARDIS, like someone was taking a knife and prodding different places inside her brain. In the back of her head, she could hear a familiar voice, its inflection decidedly Northern, repeating two sentences over and over like a broken record.

_Culture shock. Happens to the best of us._

Where had she heard those words before?

Before she had a chance to consider any further, Emma's reverie was abruptly broken by someone ramming into her forcefully and almost knocking her over in their mad dash past—the bus driver, she realized.

"Oi, what are you doing, mate?" she yelled, a panicky feeling rising up inside her as she watched the white-haired man tearing across the sand to the place where the ripples had been moments earlier. She wasn't sure why, but she felt instinctively that touching the area was a very, very bad idea.

"No, no, don't!" the Doctor shouted, confirming her fears. "I said don't—!"

But it was too late. The instant the driver's body connected with the invisible rift, the ripples converged around it with an angry hiss. As they watched, the flesh melted off his bones and the bones themselves were swallowed by the gateway, falling through to the other side and out of sight.

An awful silence stole its way over the group, broken only when one of the women began to sob. Emma glanced over her shoulder to see the Doctor standing a few feet off with his hands in his pockets, his expression grim.

"He was a skeleton, man," one of the passengers exclaimed, his tone laden with dismay. "He was bones! Just bones!"

"It was the bus," the Doctor said slowly, still staring at the invisible rift. "Look at the damage, that was the bus protecting us. Great big box made of metal."

"Rather like a Faraday cage," Christina observed.

"Like in a thunderstorm, yeah? Safest place is inside a car, 'cause the metal conducts the lightning right through. We did it in school!" put in another male passenger.

"But if we can only travel back inside the bus…" mused Christina, "A Faraday cage needs to be closed. That thing's been ripped wide open!"

"Slightly different dynamics, with a wormhole, there's enough metal to make it work," the Doctor reassured her. "I think. I hope."

"Then we have to drive five tons of bus, which is currently buried in the sand. And we've got nothing but our bare hands. Correct?" Christina inquired.

"I'd say nine and a half tons, but the point still stands, yes," he concurred.

She smiled. "Then we need to apply ourselves to the problem with discipline! Which starts with appointing a leader."

"Yes, at last, thank you, so—" the Doctor began, but Christina wasn't finished yet.

"Well, thank goodness you've got me!" she said sunnily. "Everyone! Do exactly as I say! Inside the bus! Immediately!"

Emma rolled her eyes at this, coming to stand beside the Doctor, who was looking gobsmacked and more than a little put out.

"Real authority, that one," she snorted, looking up at him with a lopsided grin. The Doctor opened his mouth to deliver a reply, but Christina, having finished herding the rest of the passengers inside, was now advancing on the two of them.

"And now for our lovely couple," Christina declared, businesslike. "Inside, both of you."

"Oh, no, we're not a—" the Doctor protested.

"But we're not—" said Emma simultaneously.

"I don't care what you are," Christina sighed. "Just get. In. The bus."

"Yes, ma'am," the Doctor rejoined, that one eyebrow arching high above the rim of his glasses.

Five minutes later, the group perched itself around the broken seating on the inside of the bus, listening to Christina lay down the law. Emma, for one, wasn't happy about this, although the Doctor seemed to be more amused now than disgruntled.

"…point five," Christina was saying, "The crucial thing is, do not panic. Quite apart from anything else, the smell of sweat inside this thing is reaching atrocious levels, we don't need to add any more. Point six. Team identification! Names. I'm Christina. This man is apparently 'the Doctor'—"

"Hello!" the Doctor interjected with a little wave, smiling broadly.

"As for the rest of you, I assume you can introduce yourselves," Christina concluded, nodding towards the passenger to her right.

"Nathan," he stated briefly before falling back into silence.

"I'm Barclay," said the bloke who'd initially accused the Doctor of bringing them here with his machine.

"Angela, Angela Whittaker." That was the older woman with all the shopping bags, the one who had broken down crying after the driver went through the rift.

"My name's Louis," said the man who Emma had spoken to earlier, "Everyone calls me Lou. And this is Carmen."

Everyone's heads turned towards Emma, the only one left to introduce herself.

"Emma Starr," she told them.

"Excellent," said Christina briskly. "Memorize those names; there might be a test. Point seven, rations—Angela Whittaker, how much food have you got there?"

"It's just the weekly shop," Angela whispered.

"Then you're in charge of rations. Any water?"

"Just orange juice. And milk."

"Guard them with your life."

"I will do!" Angela said firmly, more courage in her tone.

"Good girl," Christina nodded. "Now, point eight, assessment and application of knowledge. Over to you, the Doctor."

"I thought you were in charge," he replied.

"I am," she smirked, sitting down and crossing her arms, the picture of languorous authority. "And a good leader utilizes her strengths. You seem to be the brainbox. So start boxing."

The Doctor did as she said and stood up, effectively taking the podium. Emma, who had been studying him throughout the course of Christina's entire monologue, noticed the subtle relaxing of his shoulders and the muscles around his eyes. He was now in his element.

"Right. So! The wormhole," he began. "We were in the wrong place at the wrong time, it was just an accident—"

"No, it wasn't," Carmen contradicted.

"Point nine, don't interrupt," Christina fired off.

"No, I don't mind," the Doctor told her. "Carmen, what is it, what d'you mean?"

"The thing, the doorway. Someone made it. For a reason," the woman answered, her voice hushed and slightly eerie, Emma thought.

"How d'you know?" he asked, studying her intently.

"She's got a gift," Lou spoke up proudly, putting his arm around his wife. "Ever since she was a little girl, she can just…tell things. We do the lottery, twice a week."

"You don't look like millionaires," Christina said, eyeing them doubtfully.

"No," Lou agreed, "But we win ten pounds. Every week, twice a week, ten pounds. Don't tell me that's not a gift!"

The Doctor, still staring at Carmen with a penetrating gaze, put his hand behind his back.

"How many fingers am I holding up?" he asked her.

"Three," Carmen replied immediately.

"And now?"

"Four."

"Very good!" the Doctor grinned. Emma looked at him questioningly.

"Low-level psychic ability," he explained. "Exacerbated by an alien sun. So what can you see, Carmen? Tell me. What's out there…?"

"Something," she replied uncertainly. "Something is coming. Riding on the wind. And shining."

"What is it?" the Doctor prompted her gently.

"Death!" Carmen exclaimed, her eyes going slightly out of focus. "Death is coming!"

Everything seemed to hit the fan right then.

"We're going to die!" Angela sobbed.

"I knew it, man, I said so!" Barclay yelled, seeming near tears himself.

"But we can't die out here, no one's gonna find us!" Nathan whimpered.

"This isn't exactly helping—" Christina began.

"You can shut up," Barclay said ferociously. "We're not your soldiers."

They all began talking at once, some panicked, some angry, others crying, Christina trying desperately to restore order. Emma, however, was still watching the Doctor. While everyone else shouted, he was rising above it all, a determined look on his face as he crossed the bus to Angela's side, laying a hand on her shaking shoulders.

"All right, now stop it," he said. "Everyone, stop it, Angela, look at me, Angela, that's it, at me, there we go, Angela, just answer me one thing—"

The uproar was dying down now as everyone else caught on and began to watch him, too.

"When you got on this bus," the Doctor continued in the newfound silence, "Where were you going?"

"Doesn't matter, now does it?" Angela sobbed.

"Answer the question," he said, quietly but firmly.

"Just home," she replied, still tearful.

"And what's home?"

"Me, and Mike. And Suzanne. That's my daughter. She's eighteen."

"Suzanne. Good. And you?" the Doctor asked, turning to Barclay.

"I dunno," Barclay muttered. "I was just going 'round to Tina's."

"Who's Tina, your girlfriend?"

"Not yet," the young man smiled, a tad sheepish.

"Good boy!" the Doctor laughed. "And you, Nathan?"

"Bit strapped for cash. Lost my job last week. I was gonna stay in, watch TV."

"Brilliant, and you two?" said the Doctor, nodding to Lou and Carmen.

"I was going to cook," said Lou.

"It's his turn tonight," Carmen added, smiling at her husband. "Then I have to clear up."

"And what's for tea?" the Doctor prompted.

"Chops," Lou sighed. "Nice couple of chops, and gravy. Nothing special."

"Ohhh, that's special, Lou, that is _so _special," the Doctor replied, shaking his head in amazement. "Chops and gravy, mmm! What about you, Christina?"

Leaning against one of the handrails, Christina stared out one of the windows as she answered. "I was going…so far away."

"Far away. Chops and gravy. Watching TV. Mike and Suzanne and poor old Tina," the Doctor repeated, nodding to each person in turn as he mentioned their respective destinations.

"Hey!" Barclay protested, smiling.

"Just think of them!" the Doctor continued fervently. "'Cause that planet out there, all three suns and wormholes and alien sand, that planet is _nothing. _D'you hear me? Nothing, compared to all those things waiting for you. Food, and home, and _people. _Hold on to that. 'Cause we're gonna get there, I promise. I'm gonna get you home."

Still watching him, Emma felt a smile tug at the corners of her mouth, and when he looked up and caught her eye, it widened into a full grin. She felt a little in awe of the Doctor in that moment, seeing him take a bus full of terrified, panicking people and inspire them with such a sense of hope and trust that even she was now completely confident in his ability to save them all. He was far more than the enthusiastic, slightly manic genius he appeared to be at first sight, far more even than the lonely man whose pain she had caught a glimpse of when she'd made contact with his mind. She had a feeling that the man he truly was would take a lot longer to understand than either of those, and was somehow vastly more wonderful.

"That was brilliant," Emma whispered, coming up and hugging him tightly around the waist as the passengers dispersed, following Christina as she resumed giving orders. "Absolutely fantastic."

"You think so?" he beamed, looking so pleased with himself that she abruptly reconsidered the compliment.

"Yeah, but don't let that go to your head or anything," she said gruffly, pulling away. "Goodness knows it's big enough already."

His spirits obviously undampened by her hasty chastisement, the Doctor gave her a roguish wink, still grinning like a kid at Christmas as both of them watched the passengers set about pulling the seats apart to make a flat surface for the bus to reverse on, a spring in each of their steps.

"I do this all the time, but it never gets old," he said softly. "Human beings, you're amazing. All you need is a little push, and you're capable of so much more than you ever thought."

"Yeah, but it takes someone who's kind of amazing himself to see that," Emma replied, forgetting her resolution not to help his ego along. She was finding that these things were worth saying just to see the delighted smile on his face.

**A/N: So that chapter ended up being kind of long, and the ending was rather fluffy. Ah, fluff. I love fluff far more than I should. :P**

**Anyhoo, Planet of the Dead is probably going to take up one more chapter, which is more than I anticipated, but I think it's all right. After all, that episode wasn't on Netflix, so I know a lot of people haven't seen it. Then after this, we should be able to get into some new adventures and discoveries, which, for me, is the really exciting part! Hold onto your seats, because things are about to get a little more complicated. Oh, and did you catch the Nine reference in the middle of the chapter? Yeah, that's gonna be significant.**


	8. Detective Work

As things turned out, it was going to be a lot harder for the Doctor to keep his promise than he'd initially expected.

It was the sand. Everything came back to the sand. Not only were the wheels buried, but as he examined the bus's engine, he was discovering that tiny grains of the stuff had managed to permeate the entire engine, thoroughly clogging it. If they were to have any hope of getting off this planet before they roasted to death, they'd have to strip the air filter, at least. And that wasn't even the thing that was bothering him the most. It was before, when he had tasted a few grains of it, that he'd first felt that familiar sense of foreboding that he'd come to rely on through the years in addition to his other five senses: there was something more to the sand than met the eye, or the tongue for that matter. Though, he supposed, taking into consideration his highly advanced sense of taste, the latter was undoubtedly more accurate. Using his eyes, he hadn't been able to detect anything strange, but the second the particles had touched his taste buds, he'd caught it: the faintest trace of something not quite right.

There were also other things that didn't add up. Like Christina, for instance, who when asked her destination, could only reply "so far away." And when Barclay had needed something to dig the wheels out with, what should she produce from that mysterious backpack of hers but a miniature fold-up shovel. That didn't even appear to be the half of the bag's capabilities, for seconds later, she'd provided Nathan with an _axe _of all things, to assist in taking apart the seats. Ready for every emergency, indeed. Then there was Carmen, all that business about death and the wormhole being there for a reason, and of course the constant enigma that was Emma Starr. Too many things to consider at once, even for _his_ brain.

"Priorities," the Doctor muttered to himself, running his hands distractedly through his thick brown mop. "Come on, think, think, think. Mechanics! We need someone to fix the engine. Is anyone here good with that sort of thing?"

He directed the last few words to Christina, who was standing beside him while he examined the engine.

"Anyone know mechanics?" she relayed, looking all around them for a possible volunteer.

"Me!" Barclay called from over by the wheels. "I did a two-week NVO at the garage. Never finished it, but..."

"Off you go then, try stripping the air filter, fast as you can," said the Doctor briskly, dusting his hands off on his trousers. On to the next order of business, he thought, his mind still working furiously. There was an odd flavor in the sand, it had to come from somewhere, possibly some_thing_, and someone needed to find out what.

"Back in two ticks," he said decisively, beginning to stride off to the north.

"Wait a minute!" Christina called after him. "You're the man with all the answers, I'm not letting you out of my sight."

"No, you can't come," the Doctor replied exasperatedly. "The 'appointed leader' should never leave their post, too many things go wrong when that happens. You can send Emma this way, though, if it's not too much trouble."

"Oh, naturally, _Emma_ gets to go," she laughed, annoyance evident in her tone, but the Doctor was nearly out of earshot already and didn't turn around.

He almost didn't expect Christina to deliver the message, but sure enough, by the time he'd reached the crest of the second dune, he caught a flash of police box blue out of the corner of his eye.

"Hello," he grinned down at Emma, who was struggling up the hill of sand a few yards below. "Need some help?"

"Don't you wish," she retorted, tossing her sweaty blonde hair impatiently out of her face. "I'm fine."

"You say that a lot," the Doctor noted.

"Maybe," she admitted, fighting a smile, and when he offered her a steadying hand as she navigated the last few steps to the summit, she took it gratefully.

"So," she said to him as they began to descend, "Christina said you wanted me and that you'd gone north, but didn't tell me anything else. I was hoping you could clear things up."

"Oh, it's just a little scouting trip. I needed to check on some things. Carmen seemed to think the wormhole was put here on purpose, so the next question is, who or what put it there, and why did they do it?"

"Ah, I see," Emma nodded. "We're _deducting_. A little detective work, I like it."

The Doctor was about to answer with further explanation, but stopped, something about her words shaking loose an old memory.

_That enormous grin got even bigger as she looked up at him, the two of them becoming almost giddy as they fed off each other's excitement._

_"Are you deducting?" he asked her, his own smile just as huge._

_"I think I am!" she replied in that playful half-whisper of hers, looking so pleased with herself._

_These were the golden moments of their travels, just the two of them piecing together the clues, saving the world together, the stuff of legends. The Doctor and Rose Tyler in the TARDIS, just as it should be._

He shook his head abruptly, bringing himself back to reality before he could fall any deeper into that particular abyss. This had to stop. He couldn't be reminded of someone else he'd lost with every word out of Emma Starr's mouth. What had he been thinking, asking her to come with him? Not just on this little scouting expedition, but the entire thing: why in this universe and all the other ones had had he promised her a trip?

"Doctor, what's wrong?" Emma asked, stopping in her tracks at the look on his face. He didn't answer, merely trudging on ahead—until she planted herself directly in his path and folded her arms stubbornly.

"I'm not budging until you tell me what it is," she informed him, her deep blue eyes turning steely. "What have I done wrong?"

"Nothing," the Doctor replied calmly. "Nothing at all."

"Don't lie to me, alien boy," she ordered. "You've been giving me these looks ever since I met you, I'll say something and then you'll just stare at me like I've grown another head. There's something about certain things I say that bothers you. What is it?"

"I told you, it's _nothing,_" he answered. "There's just something about this planet I don't like, every single instinct of mine is telling me to get off it, right now, and it's making me nervous."

"It's not the planet," she said, shaking her head. "You started this long before we got here. It's me. And you don't want to tell me why, because you're afraid that if you do, it'll make whatever it is that much truer. You won't tell me because it scares you so much that you don't even want to think about it, much less say it."

The Doctor opened his mouth to deliver a denial, but for once nothing came out. She was right, and the half embarrassed, half triumphant look on her face told him that she knew it. Blimey, it had been so long since someone had even come _close_ to matching him intellectually, he'd forgotten how annoying it could be. He sighed, beaten, preparing to explain himself.

Just then, something over the top of one of the dune tops caught his eye, a shimmer on the horizon. A thin strip of something, like a tidal wave in the vast sea of sand, it was rolling towards them, still far off but gaining ground.

"_What_ is _that_?" he exclaimed, squinting over Emma's shoulder at the thing in the distance.

"Yeah, you're not getting off that easy," she replied impatiently. "Nice try, though."

"No, really, I don't like the look of that," the Doctor frowned, striding quickly away from her and up the nearest rise. She followed him, eyes widening as she took in the reality before them, her interrogation forgotten for the moment.

"It's a storm cloud," Emma said. "Right? It is, isn't it?"

"Looks like it, but I don't know..." he mused, still scrutinizing it, the gears of his mind whirring at top speed.

"Well, whatever it is, it's big and threatening and heading right for us," she noted with a breathless little laugh. "I say we get back to camp—bus—whatever. We can't do much standing here, right?"

"Agreed," he nodded, turning back to her. "We need to...wait a second, phones! Have you got a phone with you? I need to call someone."

"A phone's not gonna work here,silly," she frowned, reaching into her back pocket, "But yeah, I borrowed one from Barclay before I left, just in case I got lost and needed to use the screen to signal someone—terrible sense of direction—since it's reflective like a mirror and everything—"

"That's great, give it here," he interrupted gratefully, snatching the small cell phone from her hand.

"But what about reception?" Emma asked, bewildered. "We're not even on Earth, there aren't any phone lines! You can't possibly reach anyone."

"Ohhh, just watch me," he replied, pulling the sonic screwdriver out of his jacket and popping the back off the phone. "Screwdriver, remember?"

"You," she sighed, shaking her head bemusedly. "_You _are just…just—"

"Brilliant?" he grinned, giving the sonic a little twirl for effect as he stuck it back in his pocket.

"Not exactly the word I had in mind," she retorted. "I was thinking something more along the lines of 'incurable showoff.'"

"Well_, _I'm that, too," he acknowledged, still smirking as he began to dial. "Right, now_, _bit of hush, thank you. I've got to remember the number, a very important number…"

He held the phone out, set on speaker so he could hear without any trouble, and listened intently. Emma leaned a bit closer, expectant…

"Hello, Pizza Geronimo, can I take your order?"

Emma snickered; the Doctor made a sound of frustration and hung up, muttering as he redialed, "And again! Seven-six, not six-seven…"

A computer voice answered this time, dry and mechanical. "This is the Unified Intelligence Taskforce. Please select from one of the following four options. If you want to report a UFO sighting, press one…"

"Ahhh, hate these things!" the Doctor grumbled.

"Let me try," said Emma, taking the phone from him.

"What are you doing?" he asked agitatedly. "Don't touch anything, you could—"

"Ah! Here we go!" she smiled triumphantly, handing it back. "Just press zero. Easy."

"UNIT helpline, which department would you like?" asked a human voice on the other end of the line.

"Listen, it's the Doctor! It's me!" he exclaimed hurriedly.

There was a pause on the line, then the operator said, "One moment, please. You will be relayed to the appropriate officer."

"How did you do that?" the Doctor mouthed incredulously to Emma as he waited for the call to be forwarded.

"I'm just brilliant!" she whispered back saucily. Déjà vu again, the Doctor thought with a pang, remembering the last time someone had used those exact words.

"What?" Emma asked uneasily, noting the look on his face, but he waved her question away as a different voice began to issue from the phone's speakers.

"Doctor. This is Captain Erisa Magambo." There was a slight pause, then the voice continued. "Might I say, it's an honor, sir."

"Did you just…salute?" he frowned. Soldiers, honestly.

"No…" Captain Erisa Magambo replied uncomfortably after another moment of silence, an obvious lie.

"Erisa, it's about the bus," the Doctor continued impatiently, unwilling to waste more time on formalities. "HQ said you're at the tunnel, yeah?"

"And where are you?" Captain Magambo asked.

"Near the bus. Sort of. Ish. But apart from that, not a clue, except it's very pretty and pretty dangerous."

"A body came through here," she told him, clearly referring to the driver. "Have you sustained any more fatalities?"

"No, and we're not going to," he replied with conviction. "But I'm stuck, I haven't got the TARDIS, and I need to analyze that wormhole—"

"We've got a scientific advisor on the site," Magambo interrupted. "Dr. Malcolm Taylor. Just the man you need, he's a genius."

"Oh, is he?" the Doctor responded skeptically. "We'll see about that."

Captain Magambo didn't answer for a few moments. Then she said, "Here he is," and, more quietly, "It's the Doctor."

"No, I'm much better now," another voice said, this one male and slightly reedy, with a Scottish accent. Malcolm Taylor, undoubtedly. "It was just a little bit of a sore throat, although I've got to say, a cup of tea would be nice—"

"It's _the _Doctor," Magambo interjected.

"D-do you mean…the _Doctor_ Doctor?" Malcolm stuttered.

"I know," she answered. "We all want to meet him one day. But we all know what that day will bring."

"I can hear everything you're saying," the Doctor sighed.

"Hello," Malcolm responded, his tone awed. "Doctor. Oh my goodness."

"Yes, I am," he agreed, answering the man's implicit praise. "Hello, Malcolm!"

"Doctor! Oh blimey. I can't believe I'm actually speaking to you! I've read all the files!"

"Really?" the Doctor beamed. "What was your favorite, the giant robot—no, hold on, let's deal with this wormhole. There's something not making sense here, I've got a storm and a wormhole, and I can't help thinking there's a connection. I need a complete full-range analysis of that wormhole, the whole thing."

"Well, I've probably got the wrong idea," said Malcolm hesitantly, "But I've wired up an integrator, I thought it could measure the energy signature—"

"No, that'll never work, just listen to me—" the Doctor cut in impatiently, but Malcolm Taylor kept talking, though his voice became even tinnier with nervousness.

"It's quite extraordinary, though!" he said. "I'm measuring an oscillation of fifteen Malcolms per second!"

"Fifteen what?"

"Fifteen Malcolms. It's my own little term. A wavelength parcel of 10 kilohertz operating in four dimensions equals one Malcolm," the scientist explained.

"You named a unit of measurement after yourself?" the Doctor said disbelievingly.

"Never did Mr. Watt any harm," replied Malcolm, who was apparently getting bolder by the minute. "Furthermore, one hundred Malcolms is a Bernard."

"Doctor, are we getting off topic here?" Emma murmured, giving him a slight nudge with her elbow from where she stood listening to the conversation.

The Doctor caught her eye and conspicuously held up the phone so she could see its screen while he turned the speakerphone off. She gave him a long look in which incredulity and exasperation warred for supremacy as he put the cell to his ear and turned in the opposite direction, sauntering a few paces away to finish his phone call in peace.

"Okay, Malcolm, fine," he sighed. "But before I die of old age—which, in my case, would be quite an achievement, so congratulations on that—is there anyone else I can talk to?"

"No, but listen!" Malcolm almost shouted. "I set the scanner to register what it _can't_ detect and inverted the image!"

"You did what?"

"Is that wrong?" the scientist asked anxiously, his short-lived confidence dissolving.

"No, Malcolm, that is brilliant!" the Doctor exclaimed, a little staggered. "So you can actually measure the wormhole? Okay, I admit, that is genius! Now, run a capacity scan. I need a full report. Call me back when you've done it. And Malcolm? You're my new best friend."

"And you're mine, too!" Malcolm answered, his tone one of delighted admiration. "Sir."

The Doctor hung up and turned back to Emma, who was eyeing him irately, arms folded across her chest.

"Oh, I'm in trouble, aren't I?" he grimaced.

"Yep," she agreed, but there was a slight twinkle in her eye that didn't escape him.

"Really?" he grinned, leaning in close to gauge her expression. Definitely a hint of indulgence.

"No," Emma sighed frustratedly, shoving him away. "You great big...manipulative…"

"Clever, charismatic, handsome…" the Doctor continued, very much enjoying himself.

"Skinny alien idiot," she finished, scowling. He winced as if she'd doused him in cold water, coming back to himself with an abrupt jolt.

"Anyway!" the Doctor said hastily, businesslike. "Better take a video of that storm, send it back to earth, maybe Malcolm can analyze it. Come on! Allons-y!"

She gave him a sharp glance, once again noting the abrupt change in his mood, but didn't confront him about it this time, simply following him as he ascended the nearest rise, phone in hand.

"So…you think the storm has something to do with the wormhole?" Emma asked apprehensively, watching the shimmer on the cell phone's screen as he held it up and pressed record. "I mean, it looks odd enough, it's all shiny, lots of little flashes of light in the clouds. It looks almost metallic."

"You're right, it's definitely metal," the Doctor agreed thoughtfully. "But maybe not in the clouds, per se…perhaps the metal _is _the cloud."

"What does that mean?" she frowned. "Are you saying that you think—"

"…that I think what?" he asked when Emma didn't finish her sentence after a few moments. "Go on, I'm listening."

No answer. He turned around exasperatedly, prepared to deal with whatever the problem was this time, and was confronted with the barrel of a blaster pressed against his chest.

"Chirrup chrrrummm chiuup!" the blaster's owner ordered aggressively.

"Emma, don't move," the Doctor said calmly.

"Yeah, I got that, thanks!" she replied from her position beside their assailant, who was holding her arm in a vise grip with one of his hands, if they could be called such. They were more like pincers, actually.

Ignoring the sarcasm in Emma's tone, the Doctor took a moment to look their accoster up and down. Its body was humanoid and it was wearing some sort of uniform similar to a flight suit, with a simple printed insignia. The resemblance to humans ended from the neck up, however—the being apparently possessed the head of a fly, with two enormous multi-faceted eyes set inside a bristling black skull, antennae at the crown of the head and mandibles instead of a mouth. Oh, he'd seen this one before; he'd get it in a minute…ah!

"Chirrrp chp chirrup!" the Doctor exclaimed.

"What did you say?" Emma asked curiously.

"I said wait. I shout wait, and people usually wait—churrrrp chirrup cheep!—and that's begging for mercy—"

"You speak Giant Mutant Fly?" she interrupted incredulously.

"Yeah, and a lot of other things besides," he shrugged.

"Chirrupp!" their antagonist put in angrily, jabbing the blaster at him.

"And that means shut up and move," the Doctor grimaced as he complied.

"Think I got that one, too," she answered, stumbling forward to walk beside him at blaster-point, both of them holding their hands in the air like the prisoners they now were.

**A/N: So...yeah...this Planet of the Dead thing is ending up being pretty long. More than one more chapter, at least four in total. I actually was going to post the rest in just one, but since it wound up being so long, I decided to cut in in half to make things a little easier. Second half's coming up sometime soon, hopefully, since I'm mostly finished with it. **

**After that, you'll get brand-new, original, frequently fluffy, occasionally angsty, fic-exclusive adventures aplenty. You have my solemn banana guarantee, which is ten times better than a regular guarantee, and half the calories!**


	9. The Storm

"You're being very calm about this," Emma observed after a few minutes of forced marching.

"Oh, I've been in worse positions," he replied evenly. "Way, way worse. Most of the time everything works out all right, or at least I end up all right. Can't always say the same for the people I'm with."

His voice darkened a little on the last sentence, as impassive as he could make it, but a hint of bitterness leaked through. Emma didn't answer this at first, simply regarding his carefully constructed poker face for the span of a heartbeat, or two, in his case. Then, gently, she said, "That's not your fault."

"You can't know that," he replied bluntly, his tone of voice discouraging further discussion of the matter.

They didn't speak again for a while after that, simply trudging onwards across the dry landscape, the Doctor rigid and closed off, Emma silent and subdued. Out of the corner of his eye, he saw her casting troubled glances his way when she thought he wasn't looking, but he didn't allow himself to care. Finally, several uncomfortable minutes later, they crested one dune and saw the place to which they were being taken: the wrecked remains of a large black spaceship, split down the middle and halfway buried in sand.

"Chrrip!" their guard barked, herding them downwards towards it.

"No need to be rude," the Doctor protested as they made their way through the remains of an entrance corridor into the belly of the ship. Emma shivered behind him, unconsciously pressing closer as a draft of cold air hit them; the interior was freezing, a natural result of the ship's temperature-regulating hull responding to the broiling desert outside. Wordlessly, he unbuttoned his jacket and shrugged it off, leaving him in his shirt and tie, and handed it to her without turning around.

"No, I'm all right," she objected, but took it still.

"Of course you are," he concurred. "I'm just overheated, that's all, so I need you to hold onto that for me. You don't have to wear it if you don't want to."

"Nice excuse," Emma replied dryly.

"Thanks."

At that moment, they reached what seemed to be the control room, stepping around the mess of broken consoles and shredded wires into a space at the middle where another creature like the first one stood. This one had a spiffier uniform, which probably made him the leader. As they watched, the fly creature removed a device from the wall behind him, clamped it to his chest and turned it on, then approached them expectantly.

"Oh, right, good, yes, hello!" the Doctor grinned, recognizing the machine. This made things so much easier.

"What are you talking about?" Emma asked him with some confusion. "Oh, wait, don't tell me. That's a translator."

"Yep," he answered, popping the p cheerfully.

"Chirrrrup chrip crrm chirrrip!" said the leader.

"But apparently, it only works one way," Emma continued.

"Don't worry, I can translate for you," the Doctor told her. "But ooh, that's not good, what is he saying?"

"Chirrp chip chip chirrrup chp chippi chrrrpp," the fly-man continued. "Chhhirrrmmm chirrup chp!"

"You will suffer for your crimes, etcetera" the Doctor repeated, translating for Emma, "You have committed an act of violence against the Tritovore race—Tritovores, they're called Tritovores—you came here in the 200 to destroy us—sorry, do you mean the bus?"

"Chirrup," the Tritovore affirmed.

"No, that wasn't us," he said earnestly. "We didn't make the wormhole, we got pulled through it by mistake—or at least I thought it was by mistake, I'm not sure now, I'm still working it out—but the 200 doesn't look like that normally, it's broken, same as you!"

There was a brief moment of silence while the Tritovores looked at one another.

"Chrrip chirrup chirp?" asked the guard.

"Chirp chirp chirrup chip," said the leader.

"What's happening?" Emma asked tensely as both aliens lowered their guns.

"They believe me!" the Doctor answered, relieved.

"Poor things, why would they do that?" she replied wryly.

"Well, I've got a very honest face. And the translator says I'm telling the truth. Plus, the face," he shrugged. "Right! So! First things first, there's a very strange storm heading our way, can you fellows send out a probe?"

"Chirrup chp chirrup," replied the leader.

"Ah, they've lost power," the Doctor nodded. "Hold on—"

He crossed the room to the main control hub, followed anxiously by both Tritovores, and examined them keenly, noting the extent of the damage. They were quite lovely, actually, even in this state; intact, the technology must have been absolutely magnificent. The ship was obviously well designed. It was no TARDIS, of course, but at the same time, definitely something he could work with.

"Crash knocked the mainline crystallography out of sync," the Doctor mused, taking hold of the large silver lever in the center of the console and giving it a slight tug, then applying more force. "But if I can just…jiggle it back!"

He gritted his teeth in concentration and pulled with all his might, giving the console a solid kick in just the right place while still gripping the lever. Instantly, every light on the controls began to glow blue as the system hummed to life.

"I thank you," he grinned exultantly, giving a little bow as the Tritovores reacted with surprise and admiration.

"Chip chip chirrup!" the leader exclaimed.

"Yes, I am!" he replied for the second time that day. "Frequently. Okey doke, let's launch that probe!"

With the flip of a switch, it was done. Beaming, the Doctor turned to the awed Tritovores.

"Now, then, let's start at the beginning. Where are we?"

Five minutes later, the Tritovore leader had a projector wired up to the repaired main console, flashing a series of images into midair, that showed their current location: the planet San Helios, in the Scorpion Nebula. All the way across the universe from their starting point of Earth. From the images, San Helios was once a lush, green place, covered with densely populated cities, major centers of society and commerce that combined with the pleasant tropical climate to draw millions of visitors from every planet and race. The Tritovores, the leader (whose name, apparently, was Pragyat) informed him, had come here to trade with the people of San Helios. When they got here, however, they had found it utterly deserted, the place where the capital city had once been wiped off the map along with everything and everyone else.

What was more, the images of San Helios City in its original glory had been taken only a year ago. In one year, the entire planet had gone from prosperous to desolate, the landmarks, the oceans, the wildlife, and one hundred billion inhabitants all gone. Turned to sand, by all appearances, which definitely explained the odd taste he'd noticed. And those voices in Carmen's head. Someone with that kind of psychic ability, no wonder she was hearing them—all those people, terrified, helpless, dying all at once, were enough to leave the kind of enormous emotive energy signature that could last well over a year.

But what could have done this? There had to be some explanation, and he was willing to bet that whatever it was had something to do with both the wormhole and the storm, but he couldn't know for certain until—

The Doctor started, his train of thought interrupted as the cell phone began to ring from his pocket, where he'd stashed it earlier.

"Malcolm!" he exclaimed, putting the phone to his ear. "Tell me the bad news."

"Oh you're clever!" Malcolm Taylor replied from the other end. "It _is_ bad news! It's the wormhole, Doctor, it's getting bigger! We've gone well past one hundred Bernards, I haven't invented a name for that."

"How can it get bigger by itself?" the Doctor frowned.

"That's why I'm phoning! You'll work it out, if I know you, sir!"

"Doctor," the voice of Captain Magambo spoke up; apparently, she had him on speakerphone again. "We estimate the circumference of your invisible door is now four miles, heading upwards. I've grounded all flights above London, we can't risk anyone else falling through."

"Good work, both of you," he commended them.

"But I have to know," Magambo pressed on, "Does that wormhole constitute a danger to this planet?"

At that moment, the phone beeped; he held it away from his face to check the screen.

"Oh, sorry, call waiting!" the Doctor informed Magambo. "Gotta go."

He pressed the answer button, cutting the current call off and beginning the next one.

"Hello?"

"Doctor," said a subdued voice. "It's Nathan. We got those duckboard things down, but—no, it's not your fault, Angela, don't say that—"

"Why, what's happened?" the Doctor asked tensely.

"We kept on turning the engine, but…we're out of petrol. Used it all up. Even if we get those wheels out, this bus is never going to move."

The Doctor was silent, absorbing this new blow. No more petrol; that was a bad one. Worse than anything that had happened so far, actually. How could he fix this? How?

"You promised to get us home," said Nathan, his voice small and scared, so very like a lost child. That's what they all were, lost children, relying on him to save them because they had no other choice. Even Emma, for all her tough talk, was completely helpless in this world, a brand-new one to her. And he bore the responsibility for that, for all their lives, for everything.

"Doctor? You still there?" asked the child on the phone. The Doctor didn't answer, instead setting it down and pressing the off button.

"Chp chirrup?" Pragyat inquired worriedly, but he, too, was ignored.

The Doctor stared into space, his face set in a neutral expression but his mind working furiously. The wormhole. The voices. The bus. The Tritovores. The sand. The storm…no, there was something missing. What was he missing?

A shrill beep on the console pulled Pragyat over to that area; he chirruped urgently and the Doctor jumped up from his seat beside the projector, hurrying to check the monitor.

"It's the probe!" he exclaimed. "It's reached the storm…no, not a storm. Not a storm at all."

He stopped speaking, staring at the screen in disbelief. Stingrays. They looked like stingrays, but bigger—Rassilon, they were huge—rushing over the planet's surface, swarming and swooping like glittering metal birds, jibbering, squeaking, a glinting tide of death.

"Chirrup chirrup chippp!" Pragyat said agitatedly as the image suddenly cut off.

"Ooh, lost the probe," the Doctor remarked, tapping the screen thoughtfully. "I think it got eaten. Everything on this planet gets eaten."

He should be horrified, he knew that, but somehow he wasn't. Instead, a familiar excitement was beginning to stir in his veins, he felt like celebrating: he was finally figuring it out!

"They want the wormhole," the Doctor realized aloud as the pieces fell into place. "That's how they travel, they swarm out of them. Strip the planet bare, then move onto the next world, start the life cycle all over again."

"Chirp chp chiree?" Pragyat interjected.

"Yes, good question," he nodded. "Why _are _they so far away, yet traveling so fast? Because…no. That's bonkers. Hang on! Yes! D'you see? Billions of them, flying in formation, all the way round the planet, faster and faster and faster, round and round and round, till they generate a rupture in space! The speed of them, and the numbers, and the size—all of that rips the wormhole into existence—and their exoskeletons, they eat metal and extrude it, it protects them, and—"

The Doctor stopped in the middle of his sentence, a different realization hitting him. There was his pinstriped jacket, draped across a corner of the console, right in front of him, reminding him of one crucial fact he'd been overlooking for nearly twenty minutes.

"Wait," he groaned. "Where's Emma?"

"Chirrup," shrugged Pragyat.

The Doctor scanned the room wildly, searching for the merest glimpse of TARDIS blue, but found nothing. She had vanished, and now he was going to have to go after her, with a giant swarm of all-consuming monster stingrays set to arrive in less than half an hour.

"This is just one more example of why Rule One is the most important!" he shouted frustratedly, grabbing his jacket and racing across the room. "Don't wander off, why does nobody ever get that concept?"

"Chirr chp chirrup!" a bewildered Pragyat called after him. "Cheep!"

"Gravity well chamber, got it. I'll check there first," he agreed, taking the corridor the Tritovore recommended.

"Chrruup!"

"Top level on the schematics? Okay, thanks!"

The Doctor half-ran the length of the corridor until he reached the end where the ship's schematics were posted at the foot of a flight of stairs; one cursory glance, and the designs were committed to memory. Up the stairs and down another passageway once he reached the top, two lefts, and one right, and he reached the door to the gravity well chamber, praying that Pragyat was right. He barely had time for this one trip, much less a search of the entire ship.

"Emmaaaa!" he yelled frantically as he burst through the door. If she wasn't here, he was going to—

"What?" a startled voice replied. He came to a breathless stop, at once relieved and provoked to see her there right in front of him, sitting on the edge of the well shaft as if they had all the time in the world to play with.

"Chirrrup," another voice said confusedly.

"Yes, Sorvin, thank you," the Doctor replied exasperatedly. "I _have_ been running. I was looking for this one—Emma Starr, what do you think you're doing, wandering off on your own, you nearly gave me _two _heart attacks—"

"I wasn't on my own, I was with him!" she protested, jabbing her thumb at the Tritovore beside her. "And I've been gone for ages, are you telling me you just now realized it?"

"I was busy!"

"Well, so was I," she countered. "You said they'd lost power, so I asked this guy—Sorvin—what kind of power that was. Took a real game of charades to get the message across, of course, but eventually we figured out what each other meant and he took me here. What's the problem?"

"The problem," he repeated slowly, incredulous. "The _problem _is that the bus is out of petrol, the wormhole's expanded exponentially, and the storm turned out to be a gigantic herd of omnivorous metal stingrays that are now heading towards us at pretty much the speed of light, devouring everything in their path, and we have no way out unless I think of something, but instead I have to spend all my time looking for you!"

"Doctor, calm down," Emma said steadily, getting up and walking over to him. "Deep breaths. Now, listen. I think I may have found a solution to your problem before you even knew you had it."

"Yes, that's lovely, but you—wait, what?" he frowned, her words sinking in. "What do you mean?"

"The petrol," she explained, gesturing behind her to the gravity well. "We don't need it, we can move the bus without it. Sorvin explained it to me, well, he sort of did. I mean, he doesn't speak English so I'm not sure if I'm right, but I think they have some sort of device that neutralizes gravity? I don't know, they're these sort of…clamp things that attach to a triangle or something, and they power the ship."

"A crystal nucleus!" the Doctor exclaimed. "And anti-gravity clamps! Oh, yes! Yes, that's way better than diesel!"

"So it'll work, then?" she grinned.

"Definitely! But, wait…" he sobered, thinking of the flaw in the plan. "How are we going to get to them? Sorvin, do you have access shafts on this ship?"

"Chirp chirp chirrup chup."

"Huh, all frozen. Maybe I can open them if I—"

"And how long will that take?" Emma inquired pointedly.

"If I use sunlight to start the automatic maintenance—"

"You know it won't work," she said, shaking her head. "No, we've got to try something more…direct."

"Have you got anything particular in mind?" he sighed unwillingly.

"Yes, actually," she nodded, removing something from her shoulders that he hadn't noticed before. A very large, very black something.

"Wait, is that Christina's backpack?" he asked, dumbfounded.

"Seriously?" Emma burst out laughing. "I've had it the _whole time,_ and you didn't even notice? And here was me thinking you were clever, spaceman."

"I—I've had a lot to think about!" the Doctor protested feebly. "How did you manage to nick it, anyway, she never let it out of her sight! I bet she's livid."

"Oh, I'm sure she is," Emma grinned impishly. "In fact, I kept thinking I heard her coming after us several times while we were out there in the dunes, but apparently we were far enough out that she couldn't find us."

"But why?" he wondered. "Why'd you steal it?"

"Because I could," she shrugged, "And because I had a feeling it'd be handy. I don't know, it was stupid—I was irritated with her for being so high-and-mighty, and I guess I was curious. I turned out to be right about her, though, not that that justifies it."

"What d'you mean, what's in there?"

"Oh, just a winch. With a cable and a harness. And a great big, solid gold cup that _really _doesn't look like it's just for drinking water, among other things. Which certainly explains the sirens following us. I just seem to run into thief after thief, don't I?" she mused, giving him a knowing smile which he decided to ignore.

"So let me get this straight," the Doctor frowned. "You're suggesting that I take that winch and rappel down the shaft, grab the crystal and the clamps and come back up again?"

"Not at all," she replied airily. "Who said you got to have all the fun?"

"No," he said firmly, eyes widening as he watched her reach inside the bag and take the winch out along with its harness.

"Yes," she grinned back glibly.

"Emma, you don't even know how to work that thing!" the Doctor groaned, bracing himself for yet another encounter with her stubborn side. How he could have thought her helpless, he had no idea.

"Right, because you always know exactly what you're doing. The man with a plan, that's you in a nutshell."

"Look, just let me do it," he pleaded, grabbing her by the wrists before she could head over to the shaft. She paused, staring up at him with an unreadable look.

"I hate to state the obvious," Emma said slowly, "But you're wearing a suit."

"And?"

"A full suit. Pinstriped. With a tie."

"Yes, I know what I've got on, thanks," he replied. "Look, I wear this every day! Saved planets in this suit—the universe, actually, once—so I think I can handle jumping down one little gravity shaft."

"You really _are_ mad," she answered softly, her unsettling eyes holding his.

"For wearing a suit? Of all the mad things about me, I think that's one of the least," he laughed.

"It was a compliment," she said gravely. "And a surrender, for all intents and purposes. But if you wind up killing yourself, just know that I'm going to hold you personally responsible, you got that?"

"Yes, ma'am," the Doctor nodded, silently relieved that it had taken so relatively little to change her mind this time. He let go of her wrists, but she stayed close for several long moments, still looking into his face intently as if seeking an answer to a question of monumental importance. Then Emma handed him the winch and harness and stepped back, her expression so normal and unaffected that it made him wonder if he'd imagined the desperately searching look in her eyes.

"Right, then!" she smiled, clapping him on the shoulder. "Anything I can help with?"

"As a matter of fact, there is," the Doctor answered, handing her his sonic screwdriver while he strapped himself into the harness and clipped the wire to it. "I'm going to need you to use this to give me more control over my descent. I've put it on the right setting, you just need to press the button and aim it at the winch when I tell you to."

"So just sonic the winch when you say to, that's it?" she repeated.

"Yep," he replied, crossing over to the gravity well and clamping the metal winch to one of the girders crossing directly over it. "Oh—and on the wall over there, there's a pair of comms. Take one yourself and hand the other one to me."

"Comms, got it."

She darted over to the place he pointed to, a mounted case on the far wall containing a small pair of internal communications devices, and clipped one to her ear beneath her hair. She handed the other one to the Doctor as per his instructions and stepped back, looking him up and down with one eyebrow raised incredulously.

"This," she declared suddenly, "Is ridiculous."

"Tell me about it," he laughed as he fixed his earpiece in place and gave the harness straps one last adjustment. "Ready?"

"Yeah," she nodded, holding the screwdriver level and focusing all her attention on the winch.

"Okay," the Doctor said. Then he jumped.

**A/N: When I say two chapters, I really mean three. OBVIOUSLY. But! I'm posting both these at once, bonus! Then, after that, we get the chapter I've been really looking forward to, I mean REALLY. I have something absolutely FANTASTIC planned, or at least I think it's fantastic. I hope you will, too. Caps lock is apparently my friend tonight.**


	10. Flight of the 200

The air whipped past him at an alarming rate as the Doctor plummeted feet first down the gravity shaft, reminding him of the pit on Krop Tor when he had jumped for the sake of jumping, without even knowing if he'd survive the fall. He didn't blame Emma for wanting this, the breathlessness, the adrenaline, the sensation of falling without anything to catch you. Not much else came close to it.

"_Now, Emma!_" he called as he neared the field of deadly electricity that was the shaft's security grid. Through the wind rushing past his ears, he heard her quick intake of breath and the pulse of the sonic, then a few moments later the wire tightened and he came to a rather jerky stop, laughing with exhilaration.

"That's not very reassuring, Doctor," Emma's voice said in his ear. "I think you're enjoying this a bit _too_ much."

"Is there any other way to enjoy it?" he grinned, pressing the red button on the shaft wall to disable the security grid.

"Madman," she accused, a smile in her voice.

"Thank you," he replied lightly as he fiddled with the controls on the harness to resume his descent, slower this time.

The shaft was long and fairly dim. Several minutes passed as he slid down deliberately on the end of the wire, making sure he could see several feet in front of him at all times, just in case.

"So, you never told me," said Emma after a while. "What kind of alien are you, exactly? I mean, you don't look much like the Tritovores, or E.T. for that matter. If I wasn't such a lovely, kind, trusting person, I'd wonder if you weren't just a slightly mental human who happens to own a time machine."

"I only look like you on the outside," he answered. "There are actually enormous biological differences between our species."

"So you're actually a robot? Or, wait, don't tell me. You're a vampire."

"No," the Doctor chuckled. "I'm flesh and blood, I promise, my body just works a bit differently than a human's. I have two hearts, for example. And…I don't age."

"Sounds like a vampire to me," she teased him.

"Sorry to disappoint you, but I don't think they exist," he laughed. "Well, at least I've never met one. _Well, _I did meet a woman that drank blood, but she was a Plasmavore, an internal shape-changer, not a vampire."

"That's okay, I always liked werewolves better anyway," Emma joked.

"Now, I _have _met one of those. Saved Queen Victoria from one, in fact. She knighted me."

"You're kidding."

"No, she did! Sir Doctor of TARDIS, that's me."

"You've been everywhere, haven't you?" she sighed, sounding almost wistful. "It must be so amazing. But how old must you be? To have seen so much, you've got to be at least a hundred."

"Nine hundred and six. Or maybe it's seven. I lose count sometimes," the Doctor admitted.

"Incredible," Emma replied softly. "And…are there more of you? Is there a name for your, er, species?"

"I'm a Time Lord. And no, it's just me. Used to be a whole race of us, but not anymore," the Doctor told her, feeling the old guilt well up again, nearly choking him. As it always did.

"Time Lord," she repeated, testing the name out. "Seems appropriate enough. But…you're the last?"

"Yeah." Tense and brief, hoping she wouldn't press him for details.

"I'm sorry," Emma offered sadly, seeming to know that the words could never be enough, had never been enough, even before they were spoken.

"Yeah," he said again. Like her apology, it was the best he could do under the circumstances.

Besides, the shaft had nearly come to an end by now; below him, the crystal nucleus glimmered subtly in the half-light, held in place by the gravity clamps they so desperately needed. Slowly, slowly, the Doctor slid cautiously into the wreckage of the power chamber, staying alert as he leaned forward in the harness until his head was angled downwards. As he came within range of the nucleus, he reached out for it while his eyes scanned the shadows restlessly.

Almost there. His hand skimmed the smooth surface of the crystal just as something shifted in the corner of his eye—he whipped his head around—and there it was. The thing he had worried about from the moment Emma mentioned the crystal nucleus. With that type of technology powering a ship this big, you had to have an open vent system, and from there it was easy to work out how the Tritovores had crashed, especially when you factored giant flying creatures into the mix. The Doctor had been willing to bet one of them had caused system failure when it had been sucked into the shaft. Like a bird flying into the engine of a jet plane.

And, as usual, he had been proven correct on his theories, though he couldn't say he was happy about it at the moment.

"Emma," he said quietly, hoping that she was still there, listening.

"Present and accounted for," she replied with characteristic dryness.

"Good, excellent, thank you. Can you do something for me, please? Remember earlier, when I told you to sonic the winch when I said go? I need you to do that again, if you don't mind—very soon, any moment now, in fact."

"No problem—but what's wrong? Are you all right?"

"There's…something down here with me. One of those ravenous stingrays I told you about, it got sucked into the vents earlier and caused the crash. It's injured now, dormant because it's so cold in here, but my body heat's raising the temperature and now it's waking up," he whispered, reaching down with both hands to grasp the clamps that surrounded the crystal like a socket.

"Doctor, you promised!" she exclaimed reproachfully. "You said you'd be all right!"

"I still will, don't worry. I'm just going to need you to be very fast, just in case. When I pick this thing up, there's probably going to be an alarm, and then things will get very bad very quickly, but it'll be fine as long as you react in time."

"You are so infuriating," Emma snapped, sounding scared out of her mind.

"I know. I'm sorry. I'll make it up to you, I promise. Remember, on my signal," the Doctor said hastily as the creature stirred again, becoming increasingly aware of its surroundings. "One…two…three."

He yanked hard on the clamps, pulling the entire apparatus out of its base—red lights began to flash and an alarm blared in the background—the stingray let loose a metallic roar, thrashing—

"Go, Emma, go!" he yelled wildly, and the cord began to retract, pulling him up into the air with the stingray lurching after him, ripping its way into the shaft, mere inches away. He reached the security grid just in time, punching the red button as he flew past it—the electricity field activated, and the creature slammed into it with a deafening screech. The Doctor couldn't help letting out a relieved whoop.

When he reached the rim of the shaft seconds later, Emma was waiting to pull him to solid ground. The moment his feet touched the floor, she yanked him into a crushing hug, harness, clamps, and all, then pulled back to glare at him with reddened eyes.

"You do this every day, don't you?" she accused.

"Sort of, yeah," he replied sheepishly, attempting to unfasten himself from the harness. She moved to help him, both of them struggling with the buckles and straps for nearly thirty seconds before they got it off him. As soon as he was free, the Doctor set the clamps down on the ground, preparing to apologize to her again, but instead of looking angry or shaken as she had before, Emma's lips were now twitching uncontrollably.

"Are you all right?" he frowned.

"All right?" she exclaimed capriciously, bursting into hysterical giggles. "Were you even there just now? Did you see what you did? Fine, then, if you don't appreciate it, next time it's my turn!"

The Doctor grinned, then he chuckled, and suddenly he was doubled over right alongside her, both of them laughing madly until they could barely breathe. The adrenaline combined with the sheer absurdity of it all rendered them helpless with mirth for several minutes before they managed to pull themselves together. He couldn't help remembering the way things had been with Donna—but, honestly, the way she was laughing now reminded him more of Rose. Either way, by the time they picked themselves up from the floor, collected the clamps, and followed a highly bewildered Sorvin back down to the control room, the Doctor was feeling better than he had in ages.

In spite of everything, he was in danger of becoming fond of Emma Starr, he realized, the thought sobering him up quickly. He reminded himself again that she was only going to be around for a little while longer: just one trip and then goodbye. It was all he'd wanted from the start, after all. He'd only meant to satisfy his own curiosity as to the girl's origins, then get her safely home and continue on alone, so why did the idea seem so unappealing all of a sudden?

Lost in his thoughts, the Doctor barely noticed the first shudder in the metal walls of the ship. It wasn't until the second one rocked through the entire structure, nearly knocking all of them over, that he realized how careless he had been.

"Run, both of you!" he shouted abruptly, grabbing Emma's hand and towing her down the corridor with him at breakneck pace.

"What is that?" she yelled over the sound of crashing metal.

"The swarm," he answered grimly with a glance back over his shoulder at the mayhem just behind them. "There's more on board besides the one, they're in the infrastructure. We spent too long dawdling, and now they're very awake and very hungry."

"Wait! Sorvin!" Emma exclaimed as they reached the control room. "He's fallen behind, we have to go back!"

"Look behind us. It's too late! He's gone, so is Pragyat, they're so close! Now we've got to go!"

"He didn't understand," she pleaded. "When you said to run, he couldn't understand you! That's not his fault! He could still be alive back there, we ha—"

"No, he's not. I'm sorry, Emma, I am so sorry, but nothing in their path survives, and neither will we if we don't _move_!" the Doctor yelled frantically, tugging on her hand. She allowed herself to be pulled along for a moment or two, then caught up with him a few feet from the exit. They made it out just in time before the entire thing collapsed, the stingrays tearing their way through the infrastructure and out into the open.

Emma and the Doctor ran for their lives, out of the ship's doors and across the hot sand while screeching echoed all around them, neither daring to look back for fear of losing speed even for an instant. He almost dropped the crystal and clamps he was still carrying when the phone went off yet again, perhaps the worst possible moment that anyone could have chosen to ring him.

"Not now, Malcolm!" he shouted upon answering, then immediately hung up, all the while running as fast as his legs would carry him.

The sand didn't offer much purchase, giving way far too easily beneath their feet, which slowed them down and made stumbling difficult to avoid, but both managed to stay upright. Mercifully, the longer they kept going, the further off the cries seemed to get, until the Doctor began to hope again that they would be able to get out of this mess yet.

They reached the bus in double time, not flagging for an instant. That's when things got truly terrifying. Christina had obviously been waiting outside the doors for them to return, and the glint in her eyes made the stingrays look tame. The minute they got within sight of the 200, she was striding towards them at an alarming rate, teeth bared, looking as if she was seriously contemplating murder.

"_You,_" Christina snarled, advancing on Emma.

"No time for it," the Doctor interceded tensely. "Get on the bus!"

"Like h—"

"Oi, language!" Emma cut her off indignantly.

"You've got some nerve!" spluttered Christina.

"Yes, I have," she agreed. "Here's your bag. It was quite useful, we owe you one. Sorry, but the winch didn't make it back."

"I said _on the bus_! Christina, we'll sort all this out later, for now I need you to get everyone sitting down. Emma, take these and attach them to the wheels, fast as you can," the Doctor instructed as he handed her two of the four gravity clamps. He managed the remaining two and the large control plate that held them together; the crystal they had never needed, so that was chucked unceremoniously over his shoulder.

Once all four clamps were magnetized to the bus's metal hubcaps, the Doctor and Emma joined the rest of the passengers in the bus. He began to attach the control plate to the steering wheel, while she followed his instructions and redialed Malcolm Taylor.

"Tell him to find a way to close the wormhole," the Doctor directed her while taking apart the bus's systems, attempting to mesh the two technologies together. "Christina, have you got a hammer in that bag?"

"Ask your girlfriend," she replied resentfully. "She seems to know more about my belongings than I do."

"Would you like to get off this planet before we get eaten or not?" he snapped, and Christina grudgingly relented.

"Ahh, it's not compatible," he muttered, slamming the plate frustratedly with the small hammer she gave him. "I need something malleable, non-corrosive, something ductile, something… Gold."

"Oh, no you don't," Christina said distrustfully, hugging the bag to her.

"What is it worth now?" he argued.

"Eighteen million pounds!" she retorted. "It's the Cup of King Athelstan, over a thousand years old!"

"And how about their lives, how much are they worth?" the Doctor pressed her, gesturing towards the frightened passengers in the seats behind them. "I promised I'd get them home, now I need your help to do that! Christina, please."

She gritted her teeth together in an agony of indecision and fury, then, "Ohhh, fine!" she groaned, unzipping the backpack. "But be careful with it!"

"Thank you," he said gratefully. "Emma's right, we owe you one."

"Don't hurt it," she pleaded as he took the cup from her. He didn't answer, merely raised the hammer and started knocking the metal into shape, too rushed to offer an apology before immediately violating the wishes she'd just expressed.

"I hate you," Christina growled.

"Doctor, Malcolm's closing the wormhole," Emma put in urgently. "We don't have much longer."

"Working on it," he replied, focused on wiring the plate to the ignition with a gold wrap under the pressure of Christina's heated glare. No time to feel guilty, he reminded himself. That would come later. For now, there was no time for anything but immediate action.

"This is your driver speaking," the Doctor announced as he put the finishing touch on his hasty technology patch. "Hold on tight!"

"What's he doing?" Barclay asked fearfully from the seating area.

"He's getting us home!" Emma answered happily as the Doctor revved the engine. "We're going back to Earth."

The bus rumbled beneath them as the anti-gravity took hold, lifting them into the air. The broken metal creaked and strained, but still held together as the Doctor turned the wheel, spinning them around towards the wormhole.

"Come on, that's it—you can do it, you beauty!" he urged the 200. "One last trip!"

"You're kidding me," Barclay said uncomprehendingly, looking out the window at the ground they were leaving behind.

"It's flying!" exclaimed Nathan. "We're flying!"

"It's a miracle!" yelled Angela.

"Anti-gravity clamps, didn't I say?" the Doctor grinned as Emma and Christina gaped at him, the former half-smiling, shaking her head in exhilarated disbelief.

"Doctor, they're coming!" Carmen called from the back of the bus, reminding him of the threat that was rapidly gaining on them.

"Is this thing even going to survive the journey back?" Christina said anxiously.

"Only one way to find out," he replied, and slammed his foot down on the accelerator.

The bus zoomed forward with a lurch, throwing both girls to the ground. The air around them rippled as they hit the invisible wall ahead of them—the entire bus shook—and they were through, soaring upwards into the London night.

"You did it!" Emma shouted, picking herself up from the floor and jumping up and down in delight. "You mad alien, you did it!"

The passengers were all yelling happily, a veritable uproar in the back of the bus as everyone celebrated, but the Doctor knew they weren't done yet.

"Emma, the phone," he ordered, holding his hand out for it. She gave it to him, and he entered Malcolm's number into it while still continuing to steer.

"It's not working!" Malcolm said as soon as he picked up. "The wormhole, I can't close it!"

"I need that signal, we've got billions of those things about to fly through!" the Doctor exclaimed.

"What do I do, sir?"

"Loop it back through the integrator, keep the signal ramping up—"

"By how much?"

"Five hundred Bernards, _do it now_!" he commanded before hanging up.

"Incoming!" Christina called as gunfire echoed all around them—UNIT, doing their jobs as usual. "It's a stingray, two of them followed us through!"

"Where?"

"Six o'clock, it's coming for us—"

"Oh, no you don't," the Doctor gritted out, jerking hard on the wheel. The bus spun round again, the impact shuddering through it as the back connected with the stingray behind them. A shot rang out as the soldiers below fired at the creature. At the same time, there was a high-pitched noise as the wormhole rippled inward on itself.

"It's down!" declared Emma gleefully, craning her head out of the window, and the Doctor let out a sigh of relief at last, relaxing against the driver's seat. Finally, they were done. Wormhole closed, stingrays gone, passengers saved. Altogether, a good day's work.

"Ladies and gentlemen, you have reached your final destination," he announced, beaming. "Welcome home, the mighty 200!"

And the old, broken bus began to descend, its occupants cheering and clapping, Emma smiling at him from over by the window, even Christina looking thrilled. The mostly empty backpack hung limply from her hand, forgotten. What were trinkets and treasures now, in this moment?

As the 200 settled to the pavement amidst a crowd of cheering UNIT soldiers, the Doctor was the first to emerge, finishing the job he'd started and leading the passengers the final few steps into safety. When the soldiers started lining them up for screening, though, he decided that it was time for him and Emma to step out of the way; one quick flash of the psychic paper and they were allowed past. They didn't go unnoticed for more than a few seconds before a figure in a white coat and round glasses flew unexpectedly out of the crowd, launched himself at the Doctor and hugged him tightly.

"Doctor!" the man exclaimed in a reedy Scottish accent.

"You must be Malcolm!" the Doctor grinned.

"I love you!" Malcolm replied fervently. "I love you. Oh, I love you. I. Love. You."

"To your station, Doctor Taylor," a brisk female voice intervened, and the scientist let go, scuttling off through the crowd with one last thankful glance.

"Doctor," said the woman, who could only be Captain Magambo. "I salute you. Whether you like it or not. Now, I take it we're safe from those things?"

"They'll start again," he told her. "Make a new doorway. Not their fault, it's a natural life cycle. But I'll see if I can nudge the wormholes onto uninhabited planets."

"Thank you," Magambo nodded. "Now, I've got something for you…"

The Doctor turned at her gesture and a welcome sight met his eyes: his TARDIS being unloaded from the back of the truck which had brought her here.

"Better than a bus any day! Hello!" he greeted her delightedly, running over to stroke the weathered wood.

"Found in the gardens of Buckingham Palace," the Captain informed him.

"Oh, she doesn't mind," the Doctor smiled.

Emma tapped his shoulder then, and when he looked down at her, she simply pointed across the pavement. He followed her finger, and there was Christina, surrounded by police officers, having a pair of handcuffs slapped on her wrists. The Doctor turned back to Emma, who looked up at him with a slight smile while her hand slipped something into his.

"We owe her one," she whispered. Then she opened one of the TARDIS doors and stepped inside, closing it behind her.

The Doctor glanced down at the sonic screwdriver in his hand and gave a little chuckle. That girl. She'd had his screwdriver since the shaft and only just now gave it back, and he'd been so busy he hadn't even registered the fact until now. He'd have to watch this one more closely in future. In the very small future they would have before he figured out where she came from and brought her back there, that is.

Looking back to Christina, who was now being frog-marched away to a car waiting by the side of the road, the Doctor sighed. He didn't like to let a criminal go when she might very well immediately repeat the offense she was guilty of, but Emma was right: they did owe her. Besides, who was he to call judgment? He had been a thief himself on one occasion, a fact that he had never regretted, and he was now temporarily traveling with someone who, apparently, had similar tendencies. Christina was practically one of the family.

His decision made, he raised the sonic and caught her eye. The thief looked back at him, a bourgeoning spark of hope catching alight in her dull gaze when behind her the handcuffs sparked once and released their grip, nodded to him gratefully and got in the car, before promptly getting out the other side. The officers yelled impotently after her retreating form, one of them having a veritable temper tantrum where he stood. Laughing, the Doctor turned around…

"Doctor?" Carmen's face was haunted as she called his name from where she and her husband stood, a soldier ushering them away. Its expression was so sad, and so very wise. "You take care now."

"And you!" he replied brightly. "Chops and gravy, lovely!"

"No, but you be careful," she said seriously, shaking her head. "Because your song is ending, sir."

Those words again. The exact ones Ood Sigma had said to him as he and Donna left their planet a lifetime ago, those words which had first stilled him with their doom, before he dismissed them, not even wanting to consider what they might portend. But not this time.

"…what do you mean?" he asked Carmen, trying to stem the tide of panic now flowing beneath the surface, threatening to overwhelm him.

"It is returning," she answered solemnly. "It is returning through the dark. And then, Doctor…oh, but then…"

She paused, her eyes going a bit unfocused before snapping back to his again, sorrowful and piercing. And she spoke.

"He will knock four times."

**A/N: *ominous music* Muhuhahahahaha...**

**I did warn you. :)**


End file.
